XMen: The Winds of Change
by Ldynwaitin
Summary: X-Men: First Class, Charles and his X-Men searching for recruits find a mystery. Someone is hunting down mutants. An act that will ultimately bring Professor X and Magneto back together, to fight a greater threat to not just human, but mutant kind.
1. A Gift From The Heart

X-Men: The Winds of Change

**By Ldynwaitin**

**Chapter One**

**A Gift from the Heart**

The winter storms strong winds buffeted against the thick glass windows of the old mansion. The windows firmly held their ground, its builders made sure they were strong enough to weather any storm. Inside a tempest raged within the mind of the houses current owner. Charles Xavier sat on his cold wheelchair. He stared out from behind the safety of the windows, to view the storm at its full fury. The skies seemed to be in as much conflict as Charles, rain and snow fell from the churning heavens.

Bathed in darkness, the only light in the room came from blinking colored lights hung on a tree. On the walls and ceiling red, green and yellow bits of light danced from corner to corner. Charles fingers dug deep into the chair's arms, a chair that would now be his cold companion for life. He wrestled with the dark thoughts that plagued his mind. Just barely into his thirties, his zeal for life had always been insatiable. He thought he was invincible, that they all were. But fate dealt him a joker, reminding him just how fragile life can be.

His thoughts turned towards his past. He was finally using his gift to help his kind, and humankind. He…no they all worked together on stopping a madman from starting world war three. But they did not receive any accolades for their labor. Instead, an order was given to end their lives. Charles could not fault Magneto for stopping the bombs, but he could not stand by and watch so many innocent lives destroyed.

He knew he had to prevent Magneto from sending the missiles back from where they came. In the end, it was not a mutant power, but a simple bullet that stopped Magneto. However, it was not Magneto but Charles that the bullet found. It hit a space that only a sharp shooter would have targeted, if wanting to take away his legs.

Charles lay his head back, drawing in a deep breath he could hear the wind swirling through the eaves of the huge house, the rain falling on the roof. It was hard to imagine that just two months ago the house was alive with the laughter of his students, his friends.

For a brief and wonderful week he had done it, he was a teacher and his home was a school, but that now was part of his past. Only three of his students remained. The house seemed so empty now, with Raven gone. But the hardest thing he had done, the most difficult decision he had ever made in his life, was to wipe the memory of the woman he loved.

He would never forget Moira's cries of agony as she realized it was her bullet that brought Charles down. Erasing her memories, it was his last gift for her. No longer would she carry the burden of crippling the man she loved. That was his to bear now. While in the hospital the doctors would politely smile, and tell him there may be hope, a small chance for him to walk again. But he knew better. He reached into each doctor's mind, and saw that he would never walk again.

Hearing a crack, he opened his eyes. Charles saw a flash of lighting strike the large satellite dish that stood at the outskirts of his estate. Charles angrily shook his head, as he also saw someone standing in front of the window.

"Never thought you were one to wax on the past," the man said.

Turning Erik smiled at him. Charles tiredly sighed, he knew this was not the real Erik Lehnsherr standing before him. Since his return from the hospital he had been internalizing so much, wanted to be alone so much, that he began seeing the man that he became so close to, he saw the man that was his friend.

"Go away," Charles, sighed. He turned his head, "Please, just go away."

Erik suddenly appeared standing next to him. "Oh Charles, leave it to you to handle trauma and loss so uniquely."

"I'm handling it fine," Charles angrily shot back.

"Oh yes, this is normal, isn't it." Erik made tsking sounds, "Poor Charles, making up imaginary friends to argue with. Did you do that as a child? Do you want me to call your nanny?"

Charles eyes narrowed in anger, "Not helping."

Erik's smile was glowing, "On the contrary, Charles, on the contrary."

Charles saw Erik slowly fade away, he knew he was seeing him for a reason. It was not Erik talking, but his mind trying to find a way to cope with all that had happened to him. Until he could find another way to deal with his new condition, he would continue to see Erik Lehnsherr.

Hearing a door open, a beam of light grew into the room. "Excuse me Professor," Charles heard a voice say from behind. "You've been in here for several hours. You missed dinner, are you hungry?"

Without even looking he replied, "Not really Hank, but thanks for coming by to check on me. Really, I'm quite fine."

Charles heard the patting of furred feet walking across the parquet floor. He could feel the heat of a body as Hank stood behind him. Since their return Charles had been very subdued. No longer could Hank see the boyish enthusiasm in his expressive face. He and his companions knew they had to find a way to ignite that spark again.

"Professor, I've been hearing 'You're fine' since we came back, when can I believe that you really mean it?"

Charles squared his shoulders, have to keep up appearances, he thought. Thank god they still accepted him as their leader. Hank, Sean and Alex stayed with him, not Magneto. A line was drawn, and they chose him. He was thankful for that. It did not fill the huge gap that was left in his life, but they did help him in some small way to want to go on living. To hopefully push back the dark thoughts that tugged at his mind and continue his cause.

Hank stepped in front of Charles. His blue fur was a stark contrast to the bright flashes of lighting that snaked across the rumbling skies. "If you're not hungry, how about trying something I've been working on? I hope you don't mind, I used some of the electronic equipment we brought with us from the C.I.A."

"Actually, I'm really not up to…" Charles began to say.

"Great," Hank cut him off. "Bring it in, guys."

Grabbing the wheelchair armrests Hank spun Charles around. Charles bright blue eyes lit up as he saw Alex running into the dark room, pushing Sean on a small wheelchair. Both young men had large grins on their faces.

"Lights, on," Charles declared. Hank was not idle since their return. He adjusted all the lights in the house to turn on or off to Charles voice. As the room was washed in light Charles stared in wonder as Alex quickly pushed Sean towards him.

Stopping just in front of him Sean lay back in the chair, "Merry Christmas, Professor. Hank made it just for you."

"But it's not until tomorrow," Charles protested.

"We couldn't wait," Hank gushed. "So, what do you think?" He proudly walked up to the chair.

"Well, it appears to me to be a very small wheelchair."

"Don't let that fool you, Professor," Hank insisted. "This epitomizes the saying, 'Good things come in small packages'."

Sean jumped out of the chair. He admired the Professor so much. He managed to reel in his wild side, and show him how to use his gift to its full potential. He could never thank the Professor enough for giving him the ability to soar in the skies.

Charles carefully studied it, it appeared to be an ordinary wheelchair, but then again there were things on the chair that Charles did not recognize. The wheels were not visible, he saw at the bottom what looked like a small track, similar to what was found on a tank. He smiled as he saw a large X embossed on its side.

"I made it just for you." Hank smiled so widely, his fangs poked out. "This little baby is going to take you anywhere you need to go. See…" he pointed to the bottom of the chair. "I put in special track-wheels. She'll be able to take you up any stairs. She's pretty quick too, can go up to twenty miles an hour. You can go with me on our jogs again." Hank smiled at him, he missed his discussions with the Professor, as they ran around the estate.

Clearing his throat, he continued. "Her compact size will allow you to go through any doorway." Hank turned the chair around, "She's completely self sufficient, runs on batteries. She'll last 24 hours on a single charge. I also got…"

"Hank," Charles laughed. "Stop talking, breathe."

Hank nodded his furry head and took in a deep breath. Once he started talking about something he felt passionate about, it was hard to stop. Stepping back, he said, "Go ahead, Professor, give it a try."

Charles was at first embarrassed. He was still not strong enough to carry himself onto the chair. Hank's smile faded as he realized what the Professor was feeling. He kneeled in front of him.

"Professor, please don't feel ashamed. You've handled this much better that I ever would have."

"Got that right," Alex agreed. "I think I'd be crying my eyes out every day."

"We can tell, Professor," Sean quietly said. 'You've been trying to, as you would say, 'put on a brave front', for us."

"Professor," Hank said. "We choose to stay with you for a reason. We believe in you. We all have to work on letting the world know that mutants are not evil." Hank half grinned, "At least, not all of us."

"No Hank, they aren't," Charles choked, fighting to keep his tears back. He was always an emotional man, never tried to hide what he was feeling.

Hank stood up, "I promise you," he pointed to the chair. "This will be the last time I'll carry you to the chair, you'll see. Just try it out."

Biting his bottom lip, Charles nodded his approval. Quickly picking him up before he changed his mind, Hank easily carried Charles to the chair that he made. Charles heard a sigh as his weight sunk into the chair. His first impression was that it was the most comfortable chair he had ever sat in.

"How's it feel, comfortable?" Hank asked him.

Charles squinted one eye, "I'm the mind reader here."  
>"Yes you are," Hank agreed, with a laugh. "And I'm the inventor with a hirsute problem. Now let me show you what I made to make your life a bit easier."<p>

Hank moved behind Charles and pulled something out. Charles tried to twist around to see what he was holding, until he felt something cold placed over his head.

"Just stay still," Hank cautioned him. "I need to calibrate you to the chair."

As he fiddled behind Charles, he babbled away. "I was thinking, if it happened to me, my biggest fear would be not being able to be a part of the team." Hank patted Charles on the shoulder. "I created this chair for you Professor, for your unique talents. So you no longer have to worry about being a burden."

Charles shook his head, "Never, Hank I…" Hank gently squeezed Charles shoulder. "You promised that you would never lie to us, Professor."

Charles saw Erik shaking his finger at him, he softly whispered, "Perhaps just a small contemplation." Erik clapped his hands, as he blinked out.

"Well, never fear Professor, this chair will chase those feelings away. You see it will be able to hear and follow all your commands. All you need to do is just think it, and it will happen."

Charles heard a click as if a switch was being triggered. He suddenly felt the ring around his head grow warm.

"Just stay still Professor," Hank warned him, "And let the chair recognize its owner."

Charles sat back, the warmth of the band had a calming effect. He closed his eyes as he felt the warmth spread through his mind. He felt it reach every part, until he suddenly heard a woman's voice say, "Calibration completed, I am ready for your first command."

"Excellent!" Charles declared. He nearly jumped out of the chair for he heard her voice within his mind. He was surprised to feel the chair jump with him, keeping him safely seated.

"Bingo!" Hank declared. "She works."

"She?" Charles asked.

"Yes," Hank said. "She's an Augmented Portable Sentient Intensifying Automated**…**,"

"Hold on there, Beast," Sean held his hand up. "Alex and I thought that might be a mouthful to say."

"Two mouths fulls," Alex agreed. "So we looked in one of the Professor's dictionaries and found a good name for her, Alessia."

"It's Greek," Sean explained. "It means 'helper'."

Charles blinked his eyes in surprise, "Good lord, the two of you actually looked in a dictionary?"

"It was to our benefit," Alex truthfully replied. "We didn't want to take half a day calling it what Beast had picked out."

"Yeah, hard work," Hank growled. "You got as far as the 'A's'."

Hank patted the chair's back. "Let's get, Alessia,…" he eyed Sean and Alex, both looked happy to see their name being used. "…to help Professor X have as normal a life as possible. She's going to be your legs from now on, Professor. Go ahead, give her a command, all you have to do is think of an order and she'll follow it."

Charles took in a deep breath, rubbing his hands on the armrests, he thought of moving forward. Instantly the chair began to move. Getting excited the chair moved faster.

"Stop!" Charles shouted, as he was getting to close to a leather couch. The chair stopped so fast Charles had to grip the armrests to keep from falling out.

Hank quickly ran to the chair. "Sorry Professor, you have to get used to her, and her to you."

"Guess we're not the only ones that need training, right Professor?" Alex asked.

"One thing I have learned as I grew older," Charles said. "Is that the more you know the more you realize how much you don't know." Nodding his head, he gave a determined look. "As Sean would say, 'It is time for this Professor to get back in saddle'."

"Yee Haw, Professor," Sean yelled with an excited whoop.

"Professor," Hank said. "There's something else special about her, she's not just an automated wheelchair." He took a step back. Crossing his hairy arms he nodded his head towards the window. "Go ahead, try reading a mind from someone in town."

Charles frowned, "That's to far, Hank," he insisted. "I've never been able to read someone from that distance."

Hank grinned widely, "Give it a try, Professor."

Puzzled, Charles placed his index finger on his forehead. Concentrating he was surprised at first how intensely he was able to see into the minds of his companions. Lying back, he moved his mind farther, he contacted a man fighting to close his garage door miles down the road. He found that mind so clear, he moved on.

He skipped to a woman driving down the road, he could feel her fright as she worried about getting home safely, concerned that she would not get home in time for Christmas. Then he came to a man gathering an armful of wood. He was thankful for the time he spent splitting the wood. Charles flinched as a splinter of wood pricked the mans hands. He actually could feel the sting of the wood in his finger.

He went even further until he could hear the thoughts of people in a town that lay over ten miles away. He entered the mind of a chef in the local restaurant. He was unhappy with the small crowd of patrons on this stormy night. He was hoping for a large Christmas eve crowd. The chef hissed in pain, as he lifted a lid to a pot, the steam burning his hand. The pain was so intense it brought Charles back to the mansion.

Sean was standing directly in front of him. Once their eyes locked he saw Sean hiss, and shake his hand. "Yowl," Sean, screamed. "For a second there it felt like something burned my hand."

Charles shook his head. "That's new, I've never been able to transfer the pain I feel from another's mind, much less go that far. It's not as far reaching as when I was using Cerebro, but..."

That was when Charles saw Hank's eyes light up. He quickly explained to the Professor what he had done. "While I was building Cerebro Mark 2, I found I had some extra parts. She's not at Cerebro Mark 1's full strength. But sitting in Alessia will increase your power. She's a helper in more ways than one. Professor X is now more powerful than ever."

The smile on Charles face was glowing. "Hank, I believe this is the best Christmas gift I have ever received."

Hank had never been more happy, he felt his heart beating with pride. He saw a look on Charles that he knew all to well…he had a plan.

"Gentlemen," Charles said. "I fear that with what has happened in Cuba, the government will not be as complacent as they were before. We are going to use our school as a sanctuary against prejudice and intolerance for our kind. Beast, when will Cerebro Mark 2 be ready?"

"I'm nearly done, Professor." Beast found it hard to contain his smile. He saw something he hadn't seen in two months, he saw a spark in Professor's X's eyes

"Excellent," Charles was surprised to find Alessia moving towards the window. He was just thinking of going there, and she complied. 'Yes,' Charles thought. 'The best present ever.'

She turned with a just thought to face the others. "When it's ready, we need to pick up where Erik and I left off. There are so many minds out there that I touched, so many which need our help."

"Can Sean and I go with," Alex asked. "To help you search?"

"Yes, please, Professor." Sean begged.

Charles smiled proudly, "Of course. I will be depending on the three of you to help me find the others before the government and Magneto do. I will not lie though, what we are doing will not be without risk."

"Don't worry, Professor," Alex said. "The X-men are up to it."

A small smile parted Charles lips, "X-men, I like the sound of that."

Patting Alessia's armrests, he nodded his head, "Let's go then, we have much to do my friends, much to do." Seeing an anxious look on their faces, he slowly moved Alessia towards a tree in the corner. Looking at it he said, "Since you started early, I think these presents also need opening. Know anyone that can do it?"

Charles had never seen them move so fast. He smiled warmly as they tore into the presents he brought for them. Looking at the mantle he saw a small present wrapped in blue paper. He realized this was the first Christmas that he would spend without Raven. He prayed that wherever she was, she was happy.


	2. A New York Mystery

X-Men: The Winds of Change

By Ldynwaitin

Chapter Two

A New York Mystery 

On a dark street in New York City, a hooded figure trudged through the deep snow. Small, almost unnoticeable, the figure stopped in front of a jewelry store. Pulling the hood down a dark haired young man stared through the glass at a display of watches left by the storeowners. Confident that the thick glass would protect the watches, they kept them in the window for any passersby to have a glimpse of what the store sold.

Glancing around the young man pressed his hand against the glass, and then concentrated hard. Slowly his hand began to move through the thick double pained glass. Pushing past the glass the man grabbed as many watches as his hand could hold. Bracing his legs against the stores front, his free hand grabbed his arm and jerked back. In a quick stroke, he pulled his arm back through the glass with his bounty of watches in hand.

"Merry Christmas, Gary," the man whispered. Quickly stuffing them in his jacket Gary spun around and sprinted down the street. Making his way towards an alley, he ducked down it and ran to hide between two dumpsters. He pulled the watches out of his jacket. They were good watches, the money he could get for them would give him a warm place to stay for many months.

Stuffing the watches back inside his jacket, he slowly began to stand up. Gary was surprised to see a young man and woman standing on either side of the dumpsters.

"Whatcha lookin' at?" Gary barked at them. He was concerned that they would want his cache of watches.

"A waste of flesh," the man coldly replied.

"Target practice," the young woman added.

The woman brought up a very dangerous looking crossbow, the man held a large knife in his hands.

Gary immediately became frightened. He had seen that look in their eyes before, it was just before he got beaten up.

Quickly he turned and actually ran through the metal garbage dumpster. The woman fired a bolt from the crossbow, it immediately went through Gary and bounced off of the wall behind him. The man threw his knife, he growled in anger as he saw his knife harmlessly pass through Gary and hit the brick wall.

Gary dipped his hand through the top of the dumpster, and grabbed several discarded bottles. Pulling them out of the dumpster he quickly threw them at his attackers. As they both ducked Gary ran towards the end of the alley. He could see that it was blocked by a solid metal fence. Clutching his hoard, he headed straight towards the fence. Spinning around he let out a taunting laugh.

"Target practice, my ass," he shouted. "Try and follow me where I'm going." With a whoosh he began to move through the metal fence. His back arched, and he howled in pain as an electrical jolt flowed through the fence. His concentration broken he became solid, he screamed in agony as he landed half on one side of the fence half on the other.

The young man and woman ran down the alley, they cursed out loud as they saw only half of the mans body on this side of the fence, a large pool of blood slowly spread over the snow covered ground.

"That could not have possibly gone more wrong," a deep voice boomed from the side. Out of the darkness came a tall figure. Behind him was two others, lean and hard looking, the scars they bore on their faces spoke of a violent life. The older man stopped in front of the young man and woman.

He addressed the man first, "Nelson, what have I always told you?"

"To learn our prey," Nelson quoted.

"And what did you do wrong, Benny?" he asked the young girl.

"But I would have hit him, father," Benny protested. "If he didn't do his mutant thing so fast."

"Never make excuses, it shows that you're weak," the man growled. "Remember, you're a Donahue, you come from a long line of hunters. My father named me Neale for a reason. It means champion, and I carry it with pride. Don't you be forgetting that."

"No, father," his children humbly replied.

"Now we have a mess to clean up," Neale growled. He addressed the two other men that was with him. "Make sure they get everything, we need to bring all of it back. Don't leave a drop of its blood, understand?"

"Yes, sir," the men quickly replied.

Stepping back, Neale pulled off the wires he attached to the metal fence earlier. Winding them up he made his way to where the wires were attached to a large battery. He angrily shook his head. This was the fourth time he brought them on a job. They were eager to learn, they just needed more experience. Fortunately, tonight taught them a lesson, never assume you know your prey.

As he watched his men monitor his son and daughter picking up the remains of tonight's bounty, Neale pulled out a small memo book. Leafing through the pages he scratched off the name, Gary Spear. Next to his name was the description, 'moves through solid objects'. The book he held bore many names on it. He went to the inside cover of the book, and placed a mark on it. This one made twenty-two, at this rate he would be well ahead of the others. Neale stared hard at the name on the top of the hit list. This was the most dangerous and highly prized prey on the list. It was so highly prized that he began to have second thoughts on taking it in. He may add this one to his own stock.

He stared at the name many nights. One day soon he would find this Charles Xavier, and what he did with it, well he would figure that out when he caught up to it.

"We're done on this side,' Nelson told his father.

"Well get to the other side, boy," Neale snapped at him. "The sooner we get our bounty for it, the sooner we can look for another one. Staying ahead of the other hunters gives us the advantage, boy."

Neale looked in disgust at the body that was thrust in a plastic bag. Lately the hunt had been to easy. He was anxious to find the ones on the first page. Now they, he hoped, they would bring back the thrill of the hunt that he so loved when he was younger. He wanted his children to know what it was like to chase and outwit their prey.

Placing his book back in his jacket he rubbed his hands to warm them. The easy ones would help his children work on honing their skills. He knew after a few hundred, he would be able to trust them on a hunt alone. He couldn't wait to hear their stories of how they caught and killed a mutant. Heading back to his car, he began to whistle a tune that his father taught him years ago. It always calmed his mind, prepared him for the next hunt. Ah yes, he thought, life just couldn't get any better.

XXXXXXXXXXXXXXXXXXX

Hours later a small van parked just outside of the same alley. Two young men jumped out of the van. One of them pulled open a side door. Immediately a small ramp moved out of the van and sat on the pavement. Charles Xavier's eyes searched outside of the van. He could see a blanket of snow covering the sidewalks.

"Is this where he is, Professor?" Alex asked, as he stomped his feet. His feet were always sensitive to the cold.

Charles pressed a finger to the side of his head. Concentrating, he searched for the mind of a very special person. As he searched, Alessia slowly began to move down the ramp. Unable to contact the mutant, Charles began to use his other senses. He looked down at the snow-covered pavement. He could see many footprints leading into, and out of the alley. Slowly Alessia took him into the Alley. He stopped just in front of a metal fence.

"I fear that we may be too late," Charles said.

Alex and Sean stood on either side of the Professor. "How do you know that, Professor?" Sean asked him.

Charles pointed to the metal fence. "The entire area is covered in snow, yet this spot is particularly clean. Not a flake of snow anywhere near here, why is that?"

"It didn't clean itself," Alex said. "Someone must have done it."

Sean looked around, "Lots of footprints, other someone's were here."

"Excellent, good thinking," Charles said. He moved Alessia forward, stopping just in front of the metal fence. "Now that is odd," he murmured.

Alessia tipped forward, Charles carefully smelled the fence. He jerked back, and made a foul face. "Disinfectant, those someone's were very thorough in their cleaning, lads, almost too thorough, but why?" Charles asked.

He moved Alessia slowly in a circle, he stopped just in front of a dumpster.

"Alex, be a good chap and tell me what that is." He pointed to the wall just above the dumpster.

Frowning, Alex jumped on top of the dumpster. Scrutinizing the area the Professor was pointing to he noticed two deep gashes in the brick. Touching it, he realized that they were new, the bright color of the inside of the brick stood out against the weathered brick.

"Looks like something sharp hit it, Professor," Alex proclaimed. "Two sharp something's."

"I fear that we may be to late," Charles whispered. Sighing heavily, he slowly began to make his way back to the van.

"Let us hope these 'someone's' will not be at our next location." Entering the van, they quickly drove away. As they made their way through the city, Charles sat back in his chair, this was very troubling news. He had no idea what happened back in the alley, but he was sure it did not fare well for the mutant they were searching for.

He prayed that whatever was in the alley would not find follow them to where they were going.

XXXXXXXXXXXXXXXXXX

Raven quickly walked down a long hallway. Coming to its end, she slowly opened the door. The room was sparsely furnished. Just in front of a bay window was an old wooden desk and chair. A stuffed couch and a recliner sat opposite. In the center of the room sat a small table, on it was a chess set. Its ivory pieces all set for a game. Raven walked up to the chess table. She picked up the white king.

"Our matches nearly always ended in a draw," she heard a voice say from the corner. Turning around, she saw Magneto coming out of the darkness, he picked up the black king. "It was the one place we promised never to use our powers. He was always on the defense, while I was always on the attack. It amazed me how he managed to stay one step ahead of me."

Raven gently placed the white King back in place. "I miss him, too," she sighed.

Magneto slammed his chess piece down. "He chose his path, and I chose mine."

Raven reached up and touched his chest. "I'm sure he's fine. We'll most likely be getting a letter from him telling us how well the school is doing."

Magneto went to his desk, sitting down he stared blankly ahead. A metal stapler floated in the air, scissors, and letter openers joined it. They circled the head of Magneto, spinning and turning. "What news do you have of our recruiting?" he absently asked. "Have you heard from Frost?"

"She's not answering her calls, Magneto. Last I heard she said she's still trying to find if someone in the CIA that may have seen the list Professor X made." Raven stopped and swallowed hard. This was the first time she called him that since she left him.

Magneto weaved his fingers, staring at the far wall the scissors flew towards the wall, and embedded in the plaster.

"Frost is getting to be a problem, Mystique. She swore fidelity to me. I expect her to be here when I call. Shaw placed her high on a pedestal, made her feel entitled. I've brought her down from her lofty heights. She'll soon find that the White Queen, does not rule this roost." The scissors pulled out of the wall, and flew into the chessboard. They smashed into the board, shattering the white Queen Chess piece.

Ignoring Magneto's little tantrum, Raven continued with her report. "I haven't heard anything from Azazel in a while. He was searching for a mutant in New York."

"If you don't hear from him soon, we'll go after him. For now, we sit and wait. There is much planning to do, Raven."

Looking at her he smiled, it was a cold and unfeeling smile. Almost a smile that he knew he had to make, but did it half-hearted. "We have a world to take down, and rebuild in our image. Romulus and Remus would be proud."

"Yes, I guess," Raven said, with a frown. She was grateful that he confided in her with everything he did, but there were times when he would talk over her head, times when he was not really speaking to her, but Charles. He missed Charles, he needed him, they were equal in as many ways as they were opposite.

She cleared her throat, wanting to change the subject. She had originally come here to talk about something else. "I've been getting troubling news, from Riptide and Angel. They say that some of the mutants that they've been keeping in touch with, are missing." Raven grabbed one of the floating envelope openers and stuck it into the desk. "Magneto, our people are disappearing without a trace. Nothing is left of them."

"Do you suppose…?" Magneto asked.

She immediately knew what he was about to say. "No, they're not the ones Charles would try to recruit. They hate humans. I've been told that they're there one day, and gone the next. Nothing left, to the point of being sterile. I have a bad feeling about this, I think we should check it out. Besides, it would do you good to go out."

The stapler and envelope openers clattered on the desk. Magneto pushed the chair back. "Let's go then. If it's not Charles, then someone is out there harming mutants. If that is the case, then when I catch up to them, they will serve as a warning to others who dare to oppose, Magneto."


	3. Dumped in Nebraska

X-Men: The Winds of Change

By Ldynwaitin

Chapter Three

Dumped in Nebraska

Alex leaned against the van, it was parked in front of an abandoned building in Omaha, Nebraska. He was listening to Del Shannon's Wanderer on his transistor radio that the Professor got for him for Christmas. He loved this song, he wondered if Del peeked into his early life. With the earplug firmly stuck in his ear, he turned the music as loud as possible. Sean glared at him, Alex was obsessed with his new toy. Bored and ignored, Sean searched around. Nearly ever window was broken on the first floor of the apartment buildings. Spying one not broken, he pursed his lips and released a small sonic wave. The window immediately shattered.

"Banshee, we don't want to attract attention," Charles sternly chastised him. He was currently sitting just in front of the building.

"Aw, who's going to see us, Professor?" Sean whirled around. There was not a soul in sight. "This is the fifth building we've visited today. I thought Alessia was supposed to make your power stronger. Why can't we find him?"

"Stronger yes," Charles agreed. "But this is a very large building, much to go through."

Concentrating, his mind searched the entire building, not a soul could be found. He was beginning to lose hope, so far their mission to find mutants was failing miserably.

"Charles, giving up already?" Erik asked. He was standing next to Alex. Sporting a light shirt and pants, if he was real, he would look ridiculous dressed like that in the dead of winter.

Charles knitted his brows, Erik only showed up when he felt defeated. Each time he showed up, he was becoming more real, more solid. He knew this Erik was just a creation of his mind, but at times, it just seemed to be taking on a life of its own. Charles concentrated harder on searching the building, Erik waved goodbye once he touched something. It was the mind of a mutant, that he was sure of. But he was not in the building, but behind it.

"Quickly gentlemen, follow me."

Excited about the find, Charles urged Alessia to move quickly towards the back of the building.

"Hold up, Professor," Alex called out, as he tucked his radio in his pocket. "We don't have wheels."

For a moment, Charles actually felt like his normal self. He slowed Alessia down a bit for his companions to catch up. Coming towards the back, they saw an open field behind the abandoned apartment complex. At the far end of the field they saw another smaller complex. Focusing, Charles eyes lit up, this was where the mutant they were looking for was hiding.

"There lads, let's go." Charles urged Alessia to move over the rocky terrain of the rubble-filled lot. He was thankful for Hanks brilliant design. So far she had not failed to take him anywhere he choose. Coming closer to the building, they all saw a window lit in the upper floor.

Alex and Sean was panting hard, their breaths visible in the cold night air. Alex squinted his eyes and looked up, "You want us to go up there and get him?"

"That's his territory, Alex," Charles said. "His lay of the land, let me try something first."

Stopping just in front of the building, Charles closed his eyes. His mind moved through the building, and touched the man that was currently living inside. Charles realized that he was just a young man, couldn't be more than eighteen. Taking care not to alarm him, Charles gently searched his mind.

He saw a memory of him as a young boy, living in an orphanage. The memories there varied, from happy to frightened. As he dug deeper Charles frowned, it seemed that these memories were also associated with pain. Working to dig deeper Charles was surprised to find a block. For the first time in his life he was stopped, even with Alessia's help, he could not find what was beyond the block.

"He's there, but I fear that if confronted, there will be violent consequences. I'm going to try to introduce myself first," Charles told his companions.

Taking in a deep breath he started simply, "Please do not be alarmed, I am a friend." He instantly felt fear from the young man. "What's that, who's there?" he heard the boy ask.

"We are not here to harm you, Scott. We are like you, we all have something special about us. We came here to talk, just to talk. Will you come down? We are waiting for you outside of the building. I promise you will not be disappointed."

Staring up at the building, Alex saw a curtain pulled back and a figure stand in a window. Seconds later the figure was gone.

"Is he coming, Professor?" Alex asked.

Charles slowly nodded his head. "Yes, but cautiously. I can feel that if he is threatened in any way he will use his power against us. I urge the two of you to be patient, and allow me to handle him."

"I promise, Professor," Sean said. "But I'll break it if he tries to hurt you."

"Commendable Banshee, but I pray, not necessary."

Minutes later Charles saw a lean figure step out of the building. Standing at the top of the stairs, he looked down at the three strangers. First thing Charles noticed was the glasses the boy wore. His long brown hair hung over red colored glasses. He began to wonder just what power this boy held.

"How do you do, I am Professor X," Charles said in his most pleasant voice. "We mean you no harm, we just want to talk. I assure you that our motives are perfectly innocent."

Slowly the young man walked down the stairs, he stopped at the bottom of the stairs. Charles smiled widely, "Hello, Scott."

"Now that's why I came down, how did you know my name?" Scott asked.

"I know many things, Scott. I know what it's like to feel like an outcast, alone. Just because we're…"

"…different," Scott sighed.

Slowly Charles began to move Alessia closer. "But you are not alone, Scott. That is why we are here. We're here to make you an offer, an offer of sanctuary, a place to be with others that are as special as you are."

"Special!" Scott spat out. "You mean a curse."

Charles moved so close now, he was able to touch Scott. He felt him shiver as his hand softly gripped his arm. He felt so much anger in his mind, so much conflict. He tried to give him calming thoughts. "No Scott, not a curse. If you come with us I will show you how to tame your power, how to use it for good."

"No!" Scott jerked his arm out of the Professor's grip. Alex and Sean immediately rushed to the Professors' side. Charles held his hand up, he mentally told them to back off.

Scott took a few steps back up the stairs. "I can't be with people, I can't be with anyone. Don't you know how dangerous it is to be near me?" he screamed. "Why I choose to live alone?"

"You don't look so bad to me," Alex said.

Immediately Scott tilted his glasses up and stared at an upside down shopping cart. A red beam of light poured out of Scott's eyes. Hitting the shopping cart it began to glow red, until it melted down to a liquid.

Placing his glasses down, he shouted to the Professor, "Can you tame that?"

"Challenge accepted," Charles said. "Havok, Banshee, please give him a small demonstration."

Smiling widely Alex opened his winter coat. Facing a garbage dumpster, he released a bolt of power. Hitting the dumpster, it jumped high into the air. Banshee whistled a sonic beam, pushing it higher. He kept it bouncing in the air until it landed fifty feet away on the empty lot.

"Yes, he can," Alex said. "Look, I had myself locked up in a prison because I knew it was the safest place to stay away from life. The professor saved me. He believed in me, showed me how to harness my power. Reign it in and use it to help others."

"Scott," Charles said. He was grateful that he brought Alex with him. He could truly relate to Scott's position. "I promise that I will find a way to give you as normal a life as possible. Just come with me and…" Charles suddenly stopped. Pressing his finger to his forehead, his looked changed to one of concern.

"Trouble," he hissed. "I fear the someone's that we spoke of earlier are coming this way."

"How far, Professor?" Alex asked. He began to pull his coat off, revealing the amplifier that Beast built for him.

"Ten blocks, and closing." It was Alessia that helped Charles to become aware of the threat. Making him so sensitive, he could sense the menace to them from the van approaching. He could feel four men and one woman inside. The eldest man was the hardest to read, but the youngest man, his defenses were the weakest. Digging deeper into his mind Charles was appalled at the memories he found. He saw mutants killed mercilessly. He was even able to find that they were the ones in the alley in New York City. His anger began to grow as he saw how cruelly the man died.

"Scott," Charles gasped. "There is a group of people coming that do not have your best interests at heart. Believe me when I tell you that you must come with us. If you stay here I fear that you would most likely be killed by these people."

"But why not take a stand?" Scott asked. "We all have a power, can't we use it? I'm tired of running away."

"That is not our way, we do not use our powers to kill humans," Charles insisted. "Not unless there is no other recourse. We must get back to our van. Will you come with us?"

Scott looked up at the building. All he had up there was a sleeping bag and some food, it was sad just how little he owned. He looked at the Professor, there was something about him, something that was so real, so genuine. For the first time in his life he felt he could trust this man. 'What did he have to lose?' he thought. How do you take away something from someone that had nothing. "Nothing up there for me, I'll go, but if I don't like it?"

"Then you are free to go," Charles said. "You will not be a prisoner in my school."

"I'll go then, for now," Scott mumbled.

Charles nodded his head, he ordered Alessia to take him back to the van. As they quickly moved over the rubble strewn ground Charles touched the mind of the young man in the van. Concentrating harder, he was able to control the young man who was sitting next to the driver. Charles had the man lean over and grab the wheel. He jerked it to the side, making the van veer towards parked cars. He managed to scrap against two of them before the driver took control.

"What the hell did you do that for, Nelson?" the man shouted.

Nelson touched his head, "Do what?" he asked, confused.

"Nelson, what's wrong?" Neale looked at his son. He saw a distant look in his eyes. He grabbed his son and pulled him to the back of the van. "Watch him, Benny," he told her. "If he tries anything, knock him out."

Neale had an idea what was wrong with his son, but he had to be sure. "Damn, we're not ready to confront it yet," he said under his breath.

As they raced towards the van, Charles searched the area, he saw a large mound of snow on the lot, dumped by a snow plow.

"Banshee, Havok' Charles shouted. "Use the dumpster and move that mound into the street."

Havoc and Banshee skidded to a stop. They didn't know why the Professor wanted them to move the snow, but they knew it was for a good reason. Taking in a deep breath Banshee released a powerful sonic boom. It slammed the dumpster against the mound of snow. Fisting his hands, Havok blasted the dumpster, pushing the mound just into the street.

"Good work, quickly now," Charles urged them. "Let's get to the van before they arrive."

Neale jumped into the front seat. He saw they were moving towards an abandoned apartment complex. In the far distance he could make out three men running, in front of them was a man in a wheelchair. "Charles Xavier," he gasped.

"I don't know how you know my name," Neale heard Nelson say behind him. Turing around he saw his son with a glassy eyed look. Almost transfixed, he stared at his father. His mouth moved, but it was not him speaking. "But I warn you, if you harm any more mutants, you will soon know more about me than my name."

Neale searched ahead, he saw the men and the wheelchair going into the van. "You follow that van, Brian, stick to it like glue."

Alex stuck in the key and started the van. "We're out of here," he shouted.

"Wait, Alex," Charles hissed. "Not just yet."

Alex looked in his rear view mirror he saw the van was coming up fast. "Professor, I'm not one to complain, but they got a faster van than ours. We'll never be able to get away from them."

"I know Alex, just be patient." Looking back Charles could see that the van was quickly catching up to them. He returned his attention to his hold on Nelson. He saw Neale looking at him, the anger in his eyes was palpable. He released his hold on Nelson for just a second. Nelson shook his head, "Dad," he panted. "What the hell happened?"

"That you, boy?" Neale asked.

"Of course it's me. What happened? Why am I back here?"

Charles saw Neale relax a bit, that was his cue. He took a firm hold of Nelson and had him grab the arm of the driver. Driving on the snow covered street they immediately began to fish tail. Benny grabbed Nelson's legs and tried to pull him back. Charles struggled to have Nelson hold onto the steering wheel. The car swerved back and forth. The driver tried to gain control, but the ice on the streets made it impossible. He swerved to the right, Charles had Nelson drive the van straight towards the snow mound they moved.

Driving through it, they slammed hard into the dumpster. The windshield was shattered. Everyone in the van screamed as they were flung forward. Quickly recovering, the driver put the van in reverse. He punched the gas, but the tires on the van uselessly spun. "That cut's it," Brian growled, as he punched the steering wheel. "We're stuck here."

Neale jumped into the back and grabbed his son. He searched deep into his eyes. "If you're still in there, I want you to know something. Taking over my son, that was a big mistake. Now you made it personal. This ain't over, I wasn't ready for you this time, but next time I will be." He shook his son, "Enjoy your freedom, this will not be the last time you'll see Neale Donahue."

Charles grimaced in pain, as Neale gripped his son harder, he released his hold on Nelson, returning to the van. "I've brought you some time, Alex. Go now!" he shouted.

Looking in the rear view mirror Alex could see the van sitting in the snow mound they moved. "We're off." Alex declared. He quickly drove the van down the street.

Charles sat back in Alessia. Closing his eyes, he realized just how close Scott came to becoming another victim.

"Are you all right?" Scott asked him.

Charles smiled and opened his eyes. "I'm fine, and I'm grateful that you choose to come with us."

"Really had no choice," Scott glumly replied.

"Yes you did, Scott," Charles said. Sitting up he addressed the young man. "You have so much potential in you, I can see it." Seeing a skeptical look, he pointed to his head, "Not here," he then pointed to his heart, "But here."

This man in the wheelchair puzzled Scott. No one ever wanted to be his friend, let alone invite him to live with them. Even with the knowledge of how dangerous he was, he invited him to his home. Sitting back, Scott looked outside the van's window. He had no idea where he was being taken, but he hoped that this mysterious Professor X was not lying to him. Since he was a kid in the orphanage, he dreamed of being adopted, of being wanted. It was a bit late in life, but perhaps, just perhaps that dream had finally come true.


	4. Cyclops and the Beast

X-Men: The Winds of Change

By Ldynwaitin

Cyclops and the Beast

Chapter Four

Hank woke up with a start, looking at the clock he could see it was 1:45 a.m. Listening carefully, he heard it again, a noise below. He ran out of his room and rushed down the long wooden staircase. Coming to the bottom, he searched into the darkness of the foyer. He saw a light coming from the kitchen.

Pushing the door open he was pleasantly surprised to see Professor X sitting in front of the kitchen table, sipping on a steaming cup of tea. He was greeted by a warm smile.

"Hank, sorry, I didn't mean to wake you," he apologized.

Hank brushed him off, "I tried to wait up for you as long as possible, Professor." Grabbing a chair he spun it around and sat down, he rested his arms on the back of the chair. "So, how did it go? Were you able to find new members for the school?"

Hank immediately knew something was wrong, as he saw the Professor's brows knit with concern. He hadn't known him very long, but he quickly realized that the Professor always wore his heart on his sleeve. His emotions were as easy to read as the Professor could read minds.

Charles tiredly sighed. "Unfortunately we were only able to find one." Bringing up his cup, he blew on it, before taking a sip. Hank smelled the strong scent of peppermint. It was the Professors favorite tea, he said it always calmed his mind.

Placing the cup down, Charles sat back in Alessia. "I'm afraid that there are others out there, searching for mutants. And I don't mean Magneto and the CIA."

Now Hank was getting concerned, he accepted that Magneto, and the CIA would be a problem in their search for mutants. He never expected a third party. Charles then gave him the details of their little adventure in New York City, as well as their run-in with the hunters, where they found Scott. Once he informed Hank of what happened, he finished his tea, allowing Hank to digest what he told him.

Hank's dark eyes stared blankly ahead. He absently brushed the fur on his arms with his long claws. "Who else would want Mutants?"

"Not just want Hank," Charles said. "The images I received from the young man was of carnage, and murder. These people hunt mutants, and kill them for profit. I acquired an image of the father telling the son to hurry cleaning up so they can go for their bounty."

A small growl rolled in Hank's throat, once he heard this new information. "It's bad enough that the CIA wants to cage us like animals. Who the hell would pay someone to kill us?"

Charles shook his head, "I'm not sure Hank. But whoever they are, they've sent out multiple groups. The father told his son that staying ahead of the other hunters gave them the advantage."

"Hunters," Beast growled. "Makes us sound like something that has to be caught, and put down."

"There is one other thing, Hank. I don't know how, but the man knew my name." Charles light blue eyes turned dark with thought. "And apparently I have made an enemy of this man."

Hank jerked as he smelled a new scent. Standing up he saw a young man slowly walk into the kitchen.

"Easy Hank," Charles cooed. "This is Scott, the boy we found in Nebraska. Scott, this is Hank, our resident genius."

Hank glared at Scott. He noticed the thick red glasses that he wore. "Why the red quartz, Professor? Is he blocking something?"

"Very astute, Hank, Scott is going to be your next assignment. A high intensity beam comes out of his eyes. You need to fabricate for him some glasses, or something that will block his power, and yet allow him to use it when needed."

Hank stepped up to Scott. Scott had to catch his breath. This was the first mutant that he saw that didn't look human. He didn't mind the fangs, or the large feet, it was the blue fur that freaked him out the most. "D...does he bite?" Scott stuttered.

These words angered the normally placid Hank. Growling, his claws flew out. Charles quickly moved Alessia to go between Scott and Beast. "Hank, calm down," Charles said in a soothing voice. He reached into his mind. He could feel the violence of the Beast inside of him fighting to be released. Ever since his change, Charles felt the inner conflict that Beast fought with every day. His analogy to Jekyll and Hyde had come true. Beast had to fight his inner animal every hour of every day.

Beast fisted his hands, a low growl rumbled from this throat. Charles pressed his finger to his forehead. He was about to attempt to calm him down, when Scott spoke up.

"Please, Hank," Scott said. "I'm really sorry, I didn't mean it. It's just that I've never been with my…well my own kind before." He smiled at Hank, taking a step closer to him. "I've always been a loner, lived in an orphanage most of my life. Don't even know my last name." He gently touched his glasses. "You don't know how grateful I would be if you could make something I could use to harness my power."

"Even with the glasses, I sometimes...well, sometimes my eyes leak. I've lived alone because I'm afraid of hurting anyone." Charles instantly saw Scott as a young boy. He saw the boy crying in the middle of a smoldering room. A shadowed figure was screaming at him.

"I have trouble going to sleep. I hope you can help me. Its been my biggest fear, coming here. Everyone has been so kind to me, I don't want to ruin it again…I, can you help me? Can you forgive me?"

Charles could feel the anger flooding out of Hank. Scott appealed to the man in him, and Hank's better nature prevailed.

Charles made tsking sounds. "Scott, chase those fears away. That room you were in is yours now. Once Hank finds a way to safely harbor your gift, this will be a place you can call your own. Right, Hank?"

Hank silently nodded his head, "I'll let it go, for now." He stood straighter, and added, "Just remember, we're all equal here. And we all look out for each other, got it?"

Scott nodded his head, "Yes, sir."

Hank laughed, "Don't call me sir, I'm not that much older than you. Hank or Beast will do." Hank leaned forward, he studied the glasses. "I think I can come up with something that will help you. I have some red quartz, maybe I can also coat it with lead glass. That should provide an excellent blocker for any intense rays. Of course you're going to have to let me see what exactly you got behind those glasses."

Charles tiredly rubbed his eyes. "That sounds wonderful, Hank. I'll leave you to it in the morning. For now we all need to rest. _'The heavy gait of night. Sweet friends, to bed.'_"

Charles had to laugh when he saw a confused look on Scott and Hank's face.

"I think I need to add Shakespeare to the curriculum. I'll see the two of you in the morning."

"Good night, Professor," Scott called out as Alessia silently moved out of the kitchen.

Charles moved towards the staircase. Alessia easily began moving up the stairs. Charles looked up the staircase. He was surprised to see Erik standing near the top.

Erik bowed his head, and nobly quoted, "_So, good night unto you all. Give me your hands, if we be friends, and Robin shall restore amends." _He smiled widely as he slowly walked down the stairs. "You actually think they would even consider reading 'A Midsummer's Night Dream', Charles."

Charles shook his head, he hadn't seen Erik for days. This was the first time since he was gifted with Alessia. "Why are you here?" he quietly asked.

Erik walked back up the stairs and sat at the top. "I'm not sure, I think that you miss having someone that is your equal in your life. Is that it Charles, did I get it right?"

Alessia came to the top of the stairs. It was disquieting to have her pass right through Erik. Charles silently stared ahead, Erik walked behind him, chatting away yet Charles did not once tell him to go. He did not want to admit it, but he did miss having Erik around. In this way, strange as it was, Erik was still a part of his life.

Scott leaned against the kitchen table. "Hank, the Professor, he seems like a good man. Is he?"

"He's the kindest man I've ever met, never a thought for himself." Hank wearily sighed. "He ended up in that wheel chair trying to save the lives of hundreds of men in two fleets. Yet not one of them said a thank you." He placed his arm on Scott's shoulder. "Let's follow his advice. We do need to rest. Tomorrow morning I'll see what I can do for you. If what you say is true, I don't want you messing up the woodwork around here."

Scott gladly followed him up the stairs and went back to this room. For the first time in his life, he felt safe here, welcomed. It was a foreign feeling for him. He hoped it was something that he could get used to.

XXXXXXXXXXXXXXXXXXXXXXX

Raven walked over a fallen chair. First thing she noticed when entering the room was how cluttered it was, cluttered with so many identical things. She saw watches, necklaces, bracelets, rings, and transistor radios. All were identical to each other. The room was filled with them. She picked up one of twenty matching bracelets. She saw rubies, emeralds, and one star sapphire. It was beautiful, she placed it on her wrist.

The mutant here was said to have the power to duplicate things. He must have used it to make money. The room was also a complete mess. She spotted a plate of half-eaten food sitting on the kitchen table. To her, it looked like a fight happened here. "What the hell do you think happened?" she asked Magneto.

He was currently squatting next to a couch. His eyes slowly moved as they focused on and around the couch. "To clean," he said.

"What's that?" Raven asked.

Magneto stood up. "Look around," he brought his hands up. "The entire house is a mess. Nothing organized, dirty dishes in the sink. Duplicated items strewn about."

"The man was a pig," she noted. "What's the point?"

Magneto motioned towards the couch. "Why is this area so clean?"

Raven saw the area by the couch was immaculate. No duplicate items, not even a food stain on the couch. It appeared to have been cleaned.

Magneto walked around the room, closing his eyes he held his hands in the air. Stopping, he opened his eyes. Raven heard a rattle, then a knife began to levitate out of a pile of trash. It flew towards Magneto, he snatched it in the air by its handle. Carefully he examined it.

"One hunting knife," he observed. "No duplicates of this, just the one. Now the question to ask is, why is that?"

Magneto tucked the knife away. "You were right to bring me here, Raven. The mutant that lived here was taken. From the way the area was cleaned I fear that he was not taken alive. But why?" Magneto hissed. "Why clean everything, and why take the body?" He shook his head, whoever was here, they made sure no trace was left, but they did leave one, the knife."

A warmness began to grow inside of Magneto's chest, it was rage. Whoever was here was killing Mutants. He knew now that Charles had nothing to do with it. He would never maliciously harm a mutant. 'Charles', he thought. A man who came as close as a brother to him, no he was closer. He was a man that was near equal in mind to him. He had never been more at peace with himself then when he was around his friend.

But he needed to shake those thoughts from his mind. He had to focus on now, something was hunting mutants, perhaps killing them. He had no idea who they were, but he would not stop looking until he found them.

"We need to get to the next mutant before they do."

"They, who?" Raven asked.

Magneto swiftly walked out of the room. "I don't know, but when I do, they will tell me why they're taking Mutants, just before I rip their hearts out."


	5. Becoming an XMan

X-Men: The Winds of Change

By Ldynwaitin

Chapter Five

Becoming an X-Man

Early the next morning Charles led Scott down a corridor under the house. "This leads to a bunker my step-father had built," Charles explained. "For now, it's been used exclusively by Havok. I believe that you will be able to use it as well, to show us the extent of your power."

Beast, Havok, and Banshee were just ahead. Havok shoved the metal doors open. He flicked a few switches on, lighting up a large tunnel lined with concrete and lead.

"Now then, Scott," Charles stopped just in the center of the bunker. He pointed towards three blackened mannequins. "I want you to lift your glasses and show us exactly what you're capable of."

Scott rubbed his sweaty hands on his pants. "I have to warn you, when I melted the shopping cart, I was squinting my eyes."

"Fantastic!" Charles gushed. "Then we'll be able to see you at full strength. Go ahead, let us see what happens when you fully open your eyes." Charles brought Alessia to the side. He anxiously waited to see what Scott was capable of.

"Don't forget, I warned you," Scott mumbled. Releasing a nervous breath, he brought his hands up to touch his glasses. He stared ahead at the center mannequin. Keeping his eyes open, he lifted up his glasses. A red beam of light swiftly shot out and slammed into the mannequin, instantly disintegrating it. The red beam kept going and hit the back of the wall. The concrete began to smoke and spew out as the beam cut into it.

"Stop!" Havok shouted. "You'll make it cave in." Scott immediately closed his eyes, and sat the glasses on the bridge of his nose. "Sorry," Scott quickly apologized. "I warned you."

"Brilliant!" Charles enthused. "Scott, that was absolutely brilliant. Never apologize for what you are. You are amazing."

Banshee agreed. "That was great. Almost like a destroying ray from War of the worlds."

Scott was shocked, for the first time in his life he was not scolded or yelled at for using his power. It was a strange feeling for him. But he had to admit, he was becoming excited about using it more. A pleased grin blossomed on his face, it was the first time Charles had seen the boy smile since they met him.

Beast pulled something out of a bag he was holding. Scott was surprised to see a visor in his hands. The lens on the visor was a light red.

"It's a rough prototype," Hank explained, as he walked up to Scott. He yawned and smiled, "I couldn't sleep, had to work on this, with what was left of the night to get it ready for morning." He motioned to Scott, "Go on, try it on."

Scott tightly closed his eyes. He took his glasses off and stuck out his hands. Beast handed him the visor he fabricated only hours ago. He helped Scott to place it on his head. "When you told me you had trouble sleeping," Hank explained. "I decided to make the lens wider, to protect your eyes from leaking from your peripheral vision as well." He snapped the visor so that it totally encompassed his head. "This will make sure it doesn't fall off in battle."

Slowly, Scott opened his eyes. The first thing he noticed was the color. "Hank, everything is not bright red."

"That's because of the lead glass," Hank explained. "Infusing it with the red quartz allowed me to make the glass a lighter color." Hank stepped closer, and stared into the visor. "You have your eyes fully open?"

"Yes," Scott enthusiastically replied. He looked left and right, he had to keep from jumping in the air with joy as he was able for the first time in his life, to fully open his eyes.

"Here's where my genius comes in," Hank said. He grabbed Scott's right hand and used one of his fingers to touch a button on the side. "Press that, and the visor will open. The harder you press it, the wider the visor will open. Go ahead, give it a try."

Standing firmly, Scott at first, softly touched the button. Opening just a crack, a small red beam slammed into the far wall.

Banshee madly laughed, "Just like Klaatu, Professor. Think we should call him that?"

"I don't know," Havok said. He stared at the visor. "That was a robot. With that visor, it looks like he has one eye. How about Popeye?"

"Don't pay any attention to them," Hank warned Scott.

"Long John Silver, arrrgghh," Banshee said with a laugh.

"Lads," Charles tried to calm them down.

It was Scott who stopped them. "My favorite movie was 'The 7th voyage of Sinbad'," he shouted. He shyly smiled. "The best scene in the move had a creature with one eye. I always thought it was cool looking. How about, Cyclops?"

Charles wheeled in front of Scott. He stared at the visor, he did appear to have one eye. He nodded his approval. "Cyclops it is," Charles declared.

"The mighty X-men now consist of five," Banshee excitedly declared.

"X-Men?" Scott asked.

Havok pointed at Charles, "Professor X, the X-men."

"X-men," Scott whispered in wonder. He had not only found a family, he was now part of a team. This was the happiest moment in his life. He wished it would last forever.

In the days to come, Professor X's training was hard, and grueling. Each day Scott used his power more than he ever had in his life. For the most part he was able to do every lesson the Professor asked him to do, but one.

"I can't do it!" he growled in frustration.

Charles slowly shook his head, "Not yet, Cyclops."

The Professor wanted him to work on fine-tuning his beam, making it smaller. So far the smallest he could manage was two inches. He just could not focus it small enough to satisfy the Professor. He wanted to please him so much, but this was impossible.

"It's not impossible," Charles corrected him.

Cyclops cursed, he kept forgetting that his teacher could read his mind.

Charles lay a gentle hand on his arm. "My dear boy, if you think that you cannot do it. You are defeated before you even begin. You must always approach a situation with open eyes. No pun intended."

"But why do I need to make my beam smaller?" Cyclops countered.

"Scott, you must never restrict yourself. Always challenge your power to its limits. You know how wide your beam can go, now we need to know how small you can focus it to. Someday Scott, it just may save your life, or another's. Now just clear your mind of any distractions and concentrate on your objective."

He patted him on his back, "Now let's do it, see how far you can push yourself to your limits."

Cyclops saw something in the Professor's eyes that he had never seen before. It was faith, and respect. Steeling himself, he worked on making his beam smaller. Each time he did it, he would receive great praise from the Professor. He began to want to please the Professor more now, just to receive that look of respect again.

After his training, Charles told him of his plans to extend his invitation to all mutants, that there would always be a safe harbor here, in a storm of prejudice. It was nearly a month after he was found when the Professor told him that he was going to venture out again in search of other mutants.

The night before they were to leave, was to be a night that Scott would never forget. It would forever change him, force him to grow up and become the man he was fated to be.

XXXXXXXXXXXXXXXXXXXX

"Let me go!" Johnny Garza screamed. He was coming home from work, looking forward to the weekend until a man dressed in a cape and wearing what looked like a funny helmet gave him a look that froze him to the bone. Next thing he knew, he was flying in the air. He looked down and saw he was fifty feet up, stuck to the side of a brick wall. In front of him was a man, who was actually hovering in the air.

"Tell me, and I will let you go," Magneto growled.

"I don't know where she is," Johnny wailed. He felt himself slip down the wall a few feet. He screamed in fear until he stopped, then he moved back up to his former position.

"The next time you will find yourself splattered on the ground below, now answer me. What happened to the woman that lived next to your apartment?"

Raven squinted as she looked up. They had come to Detroit Michigan in search of a mutant that she recalled Charles telling her about. Her prowess with growing things bordered on magic. Charles told Raven that he suspected that she had a mutant power that aided in the growth of plants. They came here looking for her, once again they found not a trace of her left.

Johnny screamed as he felt the belt he wore pull tighter around his stomach. "Wait, wait," he moaned. "I'll tell you what I know, that's all I can do. I swear."

"Do not lie to me," Magneto warned him. "You do not want to see me mad."

Gulping hard, Johnny nodded his head. "Last time I saw Cherry, she looked scared. She said someone was following her."

As he talked, he felt his body slowly slide down the brick wall, towards the ground. "I asked her if she knew who they were. She said she didn't. But she also said she was afraid. This man gave her a look that scared her. She said she needed to get out of here. She was going to her apartment, asked me if I wanted anything, that she was leaving that night."

Touching the ground, Johnny wiped his sleeve on his nose. "When I came home from work that night, I found her door was slightly open, wasn't even locked." Magneto listened intensely to the man speaking. He noticed Raven was now standing by his side.

"Continue," Magneto told him, as Johnny stopped talking once he saw blue-skinned Raven standing by his side.

"Yes," Johnny cleared his throat. He tried to stop looking at the blue girl with the yellow eyes. "I heard someone talking, so I listened. He said he wanted whoever was in there to make sure they picked up all her…all of her…" Johnny wiped his mouth, he gulped hard. "He said to pick up all of her blood. Not to leave a trace."

"Magneto," Raven gasped.

"Did you hear anything else?"

Johnny tried to recall what else he heard. "Well, they talked about getting their bounty. Oh, yeah, one of them mentioned that they had needed to finish this up so that they could get to a mansion somewhere in New York."

Johnny choked, as Magneto's hand instantly grabbed him by the throat. "Listen very carefully little man. Think hard, where in New York?"

Johnny found it hard to speak, he could feel Magneto's fingers digging into his neck muscles. "W….We…" he choked.

Raven jumped up, grabbing Magneto's arm, she pulled it down. "He can't tell us if you kill him," she shouted. Releasing Johnny, he fell to the ground. He choked and gasped for breath. Raven squatted next to him. "Deep breaths," she told him. Her hand gently stroked his back.

"Now tell us, where did they say they were going?"

"I couldn't hear it clearly," he gasped. "Sounded like West checker, or…"

"Westchester," Magneto gasped.

"Yeah, that's it," Johnny sighed. "It was Westchester. He said that the one on the top of the list was in Westchester." Johnny howled in pain as he was flung in the air and landed several feet in the dark alley.

"Charles," Raven gasped. "Whoever these men are, they're after Charles."

Magneto nervously began to pace. He tried to convince himself that Charles was okay. "He's not a child, he is more than capable of taking care of himself."

"But we don't know that, Magneto. We don't know if he's fully recovered," Raven insisted. "Please, can we just go there and make sure he's all right? The two of you may not agree on some things, but you both are passionate about saving mutants. He's a mutant, please if he's in danger, we have to save him."

Of course he would go to him, he just didn't want Raven to know how anxious he was. "Have you been able to contact Azazel?" he asked her.

Her heart skipped a beat, he was going to help Charles. "No," she answered him. "We haven't heard from him for some time now. I'm praying that he didn't run into these people that are going after mutants."

Magneto lowly cursed. Things were starting to get out of hand. First Frost wouldn't answer her calls, now Azazel. "First we'll let Angel and Riptide know where we're going. Not sure how long it will take to get there."

Raven took his arm. "Then let's get going. And don't worry, I'm sure we'll find him well, with a million questions buzzing in his mind."

Magneto had two reasons for going to Westchester, one was to make sure these hunters were not after Charles and the others with him. The other was just to see Charles. He had agonized over visiting him countless times since the accident. He was angry with himself for not staying, or at least inquiring just how badly he was injured. Now he had a good excuse for visiting him. But he would never tell Raven that. He had to keep up appearances, he was after all their leader. It did not do to show his weakness'. Only one man knew them, a man that he called friend.

XXXXXXXXXXXXXXXXXXX

Charles stared at his clock. He saw it switch to 2:22. Rolling to his side, he punched his pillow. He didn't know why, but he was having a hard time getting to sleep that night. Closing his eyes, he actually tried counting sheep. Failing miserably he whispered, "Alessia, come."

He heard a click and saw the chair rolling out of the shadows and towards him. Coming to his bed Alessia moved up and then flattened out. Throwing his sheets off Charles rolled over. Carefully positioning himself next to Alessia he rolled on her. Once he was safely laying on her, she lowered and folded back into a chair. Safely seated, he began giving her orders to take him to the window. As he became fully connected to her, he felt something. Something that made the hairs on the back of his neck stand up. He could feel the minds of several people on the grounds. They were already approaching the mansion. His home was under siege. Thanks to Alessia enhancing his power, she enabled him to detect that they were all in great danger.

Pressing his finger to his forehead, Charles immediately warned the others. Hank nearly jumped out of his bed when he heard the Professor mentally tell him, "Listen to me, I need all of you in my room, immediately. We are in danger, come quickly."


	6. Making it Personal

X-Men: The Winds of Change

By Ldynwaitin

Chapter 6

Making it Personal

Once the Professor told him they were in danger, Beast jumped out of bed. He didn't even bother to get dressed. Wearing only his boxers, he ran to the Professor's room. He was not surprised to find that he was joined there by the others. Charles was pulling on a shirt. Havok was wearing the enhancer that Hank made for him.

"Danger is coming," Charles whispered. "I am sorry, I wish I could have told you sooner, but I was not aware of their presence until moments ago. I was only able to detect them thanks to Alessia."

"What's the danger, Professor?" Beast asked.

"I touched at least ten minds outside of the mansion. I believe they may be the ones that were after Scott."

"Ten," Havok said. "We can handle ten." He looked to Professor X for confirmation. He did not give him the answer he craved. Instead his eyes glassed over. He was attempting to enter the mind of one of the people that was surrounding his estate.

Breaching it, he immediately searched around. There were two men with him, both dressed in black, they held very dangerous looking guns. Charles began to search the mind of the man he now controlled. He felt someone touching his shoulder.

Looking up, he saw one of the men dressed in black staring back at him. "Gotcha," he whispered, just before he slammed something on his chest. Instantly Charles felt as if he had stuck his hand in an electric socket.

"Do it again, and you'll get more of the same," Charles heard, before being shocked again. Charles instantly pulled out of the man, he jerked, hitting Alessia's back rest. "I don't know how," Charles panted. "But they knew I was there." The pain was so intense it lingered in him. He sat forward, his head hung low.

"How close are they?" Banshee asked. His answer came as they all saw the flood lights outside of the mansion flick out.

"To close," Scott whispered.

Charles looked at his bedroom clock, he could see the numbers were gone. But in seconds he saw the clock's numbers blink back on.

"Back up," Beast informed his companions. "But it's only for the inside. Hopefully they won't realize that we got power until it's to late."

"Remember, we have the advantage here," Charles tried to assure them. "We know this house, they do not."

Charles quickly moved Alessia out of his room. Stopping at the doorway, he attempted to reach another mind. Entering it, he searched the area. This man was coming from the west side of the mansion.

Charles saw three men walking ahead of him. One of the men turned, in the blink of an eye Charles was once again touched by a metal object, the excruciating pain the device delivered drove him out.

"Blast, I really have no idea how they know I'm there," he gasped, trying to catch his breath. "We need to try something else." Beast turned around, he crouched low to the ground, fully opening his senses. Using his sense of hearing he listened carefully.

"Gravel," Beast said. "I hear the sound of gravel crunching. They're on the drive way."

"We make a stand," Havok whispered. "Right, Professor?"

Charles agreed, they really had no choice. He had Alessia take him to where the staircase. As they climbed down he whispered to Cyclops, "Weld the front door closed."

Cyclops stared at the front door. Pressing the button on his visor, he squinted his eyes, and aimed a tight beam on the brass hardware in the door. In seconds it was melting down the door, locking them inside.

"Banshee," Charles softly said, as they reached the bottom of the stairs. "See if you can move some of the furniture to block the windows."

Banshee pursed his lips and released a small sonic boom towards the furniture that sat in the foyer. The wooden legs screamed as they scraped on the marble floors. Two couches and several chairs moved against the windows.

"Sorry for the noise," Banshee apologized.

"Can't be helped, Banshee," Charles said, "can't be helped. But I'm afraid that will only keep them out for a few minutes. We need to think of a better way to stop them."

They all jumped when they heard a crash, and the sound of broken glass. Beast's furry head scanned the house, "Study," he whispered.

Banshee turned, the door to the study flung open. Leaning forward, he released a silent sonic boom. It slammed into the men, forcing them back into the study.

"This way," Charles mentally told them. "From now on you will be getting silent orders. Just think it, and I will relay it to the others."

Quietly Charles led them down the many hallways, he stopped between the classroom and library. He was proud that he could not feel any fear from his students. Each one was prepared to protect their home.

Beast's senses were on overload. He listened, smelled, looked, tried to use everything that was enhanced by the serum he took, to save his friends. "Two, coming down the hallway," he told Charles.

"Everyone, cover your eyes," Charles warned them. "Let me know how close, Hank."

Hidden in the darkness, Charles waited.

"Ten feet," Hank thought. "Nine…eight…" Once they were close enough Charles shouted, "Lights on!"

The lights in the hallway instantly switched on. Bathed by the sudden light, the men squinted their eyes from the brightness.

Seconds later Charles shouted, "Lights out."

Now in darkness the men were blinded to what lie in the corridor. "Now!" Charles mentally shouted.

They all ran down the hallway towards their invaders, but Beast got to them first. He swung each clawed hand at them, slamming the men against the wall. They fell unconscious. Havok and Cyclops helped to drag them back to where the Professor waited down the hallway.

They immediately went into the classroom. Closing the door, Cyclops ran to the largest window in the room. Using his visor, he burned off several of the curtain cords. They then used them to bind both men. Banshee stood by the window. Opening the curtain just a crack, he kept a close watch outside for any trouble.

"Place one of them on the couch, please," Charles told Beast.

Beast threw the unconscious man on the couch. Charles carefully examined him. He found the device they used to stun their companions. Picking it up, he threw it to Beast. "Here's a new toy for you to tinker with."

Instantly Hank began examining it. Charles took a handgun and wicked looking knife from the man. Looking at his face, he was surprised how young he was. He was as old as his students. "I believe this is the mind I touched in Nebraska," he informed the others.

Charles attempted to read the boy, as soon as he touched his mind he saw a red light blinking on the brim of the unconscious man's hat. "Hank, what the devil do you think this is?" He pointed to the hat.

Hank snatched the hat off the young man's head. Turning it around, he examined the inside. Even though it was dark, Hank was able to make out what was inside.

"Professor," he whispered. "The transistors they have in here. I think they can monitor brain waves."

Charles suddenly got a cold chill. "Place it back on his head," he told Hank. Once the hat was back on, Charles attempted to read the young man's mind. The red light blinked on the second he touched his mind.

"That's how they were able to detect me," Charles said in revelation.

"It must monitor his brain waves," Hank said. "Once you enter his mind, it changes the waves triggering the light to turn on."

Suddenly they heard a voice say, "Nelson, report."

Spying a Walkie-talkie, Charles picked it up. He pressed the talk button. "I don't know who you are. But you just made it personal."

"Big mistake," the voice returned. "You're trapped. It's only a matter of time before we find you."

"Trapped," Charles chuckled. "I already have two of your men, that leaves eight. This is my home, you are on my land. As you said, 'big mistake'."

Charles turned the walkie-talkie off. "Let's let him stew on that for a bit. Now then gentlemen, ideas?'

The room grew silent, the only sound was heavy breathing. "Wish Mystique was here," Banshee sighed. "She could make herself look like one of them."

Charles eyed the two men. "Havok, you appear to be close to this man's size, what say you…?"

"Got it, Professor," Havok said with a grin.

Minutes later Havok quietly walked out of the classroom. Hank ripped out the circuits in the hat the men wore so the Professor could keep in touch with him. Tipping the brim on the hat low enough to hide his eyes, he rushed down the hallway and into the foyer. Immediately he saw two men stumbling out of the library. Spying the red light was not on, they asked Havok, "Did you see them?"

Havok shook his head, "Let's check upstairs," the man said. They raced up the stairs, Havok followed them half way. Slowing down, he turned and ran back down.

Charles eyes remained focused ahead. Finger firmly pressed on his forehead, he informed his companions of Havok's progress.

"Two upstairs, that leaves six unaccounted for."

An idea suddenly came to Charles. "Wait, let me try something." Concentrating hard, Charles searched the area. But this time he did something different, he only touched the minds he found for a split second. Skipping from one to the other, he was able to see where the six were located.

Finished with the mental-hop-skipping, he wiped off the sweat that was pouring down his face. "Found them all," he mentally informed all of his students. "I saw two just breaking into the kitchen, two coming up the back stairs at the east side, two breaking into the west wing and of course the two up the front stairs."

"What do you want me to do?" Havok asked Charles.

"We shall create a diversion. The front for now is the only clean path of escape. We must get to high ground, we have the darkness of night to help us. I've read the two men here, they fully intend on burning us out."

Charles moved Alessia to the window. Sean held the curtain open as Charles searched outside. He saw the van parked south of where the classroom was located.

Charles whispered to Scott. "Cyclops, we're going to need a diversion. I want you to blow up the van."

"Aw, not the van," Beast moaned.

"Sorry Beast, collateral damage. Quickly Cyclops, I'm already telling Havok to prepare to blast the front door open. We must time the explosions precisely."

Not even bothering to open the window, Scott pressed the button on his visor. A bright red beam shot through the glass and slammed hard into the van. An explosion occurred that was so powerful it lifted the van into the air.

"Quickly now," Charles urged them. "Let's get out of here before they realize it was just a ruse."

Alessia swiftly brought Charles out of the room, they raced down the hallway to the front door. Charles made sure to keep watch over every mind of their attackers. He skipped from one to the other.

"Four are going to check out the explosion," Charles silently told his companions. "It's working."

Coming to the foyer they saw Havok standing in front of the blown open door. He was anxiously waving at them to hurry.

Exiting the mansion, they raced down a path. The night breeze was cooling to them as the ran down the path. Banshee glanced back, he laughed as he saw no one was following them. His laughter was choked back when he saw four of them running out of the mansion. They were heading straight towards them.

"Professor," Banshee gasped.

"I know," Charles slammed his fist in the chairs' arm. The diversion only served to give them just a small bit of running space. Charles told Alessia to go at top speed. Feeling the wind on his face he glanced back. She carried him ahead of his students. They were struggling to keep up with him. He immediately ordered Alessia to slow down.

Havok spun around. Taking a stand, he released a plasma beam. He saw ripples in the night sky as it moved to the men running towards them. Slamming into the ground in front of them, they flew into the air and landed hard on the ground.

"That was easy," Banshee sighed. He then howled in pain, and fell to the ground clutching his leg. He felt as if someone had poured acid on it. Beast pulled Banshee up. They could see a dart sticking out of his calf. As he pulled it out, Beast arched his back. He angrily roared and fell to the ground scratching at his back. Cyclops saw a dart in his back.

"Someone's out there," Cyclops hissed, as he pulled the dart out. "They're taking pot shots at us."

Cyclops helped Beast to stand. Havok pulled Banshee up. They carried them towards a row of cypress trees. Charles followed them. He chanced mentally searching the area, he felt something…something clouded. But he was unable to totally enter the mind. "I'm sorry, I cannot find whoever is shooting at us."

Things had gotten much worse. For a moment, Charles felt that they had a chance of escape. Using the darkness of the night, Banshee would have been able to fly one of them out, while Beast could use his heightened speed to get the rest out, but now that plan was ruined, ruined by a sniper hiding in the night. Charles desperately searched the area, spying a small shed, he knew exactly what needed to be done to save his students.

"We go there," he pointed to a small shed. "My step-father built a fortified room there. Once we enter it, nothing short of an atomic blast will be able to get to us."

Havok supported Banshee while Cyclops helped Beast. They sprinted towards the shed. As they approached it, Charles raced ahead to open it. As a thick steel door slowly opened, a bright light greeted them. The door was nearly a half a foot thick. "Quickly now," Charles pleaded. "We don't have much time."

Charles waited at the door as the others ran into the room. It was once they were inside, that they realized that something was wrong, something was terribly wrong. The Professor could not follow them in. There was only room for the four. The exit door quickly closed up tight, safely sealing them inside.

Giving Beast to Havok, Cyclops spun around. He pounded his fists on the door. "Professor, no!" he shouted. "Don't do this."

On the other side, Charles head leaned on the cold door. "I am sorry, I truly am, but it's for the best, my dear friends," they all heard him say, "For the best."

"Professor, you can't do it alone," Beast growled.

"But I must, I promised that I would keep all of you safe from harm here. I shall not break that promise. Never fear, I will lead them away from here. I've programmed the door to open in two hours, the danger should be gone by then." Charles sat up straight. "I want you to know that I am very, very proud of what you all did tonight, very proud."

Taking in a deep breath Charles moved away. He had to lead the intruders as far away from the shed as quickly as possible.


	7. A Race to the Finish

X-Men: The Winds of Change

By Ldynwaitin

Chapter Seven

A Race to the Finish

Ordering Alessia to move at her top speed, Charles shot out of the row of cypress trees and down the trimmed lawn. Behind him he could hear voices shouting.

"Yes," Charles hissed. "Follow me." Charles heart skipped a beat, they were following him, it was working. He was leading the threat away from his students.

As the men came closer, Charles used their little trick against them. He entered the mind of one of the men. Spying the light blinking on, another man used the shocking device. This time Charles held his ground, he took the pain, so that the man was shocked into submission. Releasing him, he entered another. They didn't realized what he was up to until a third man was possessed.

"Change in plans," Charles heard on the walkie-talkie. "Just get it."

No longer able to use his trick, Charles gave Alessia orders on where to go. As she obediently took him there, it allowed Charles to fully focus on stopping his pursuers.

Concentrating hard, he completely took control of one of the men. Using the gun he held, he shot the man in front of him. Once the man went down the walkie-talkie screamed, "I'm going to stop that son of a bitch myself!"

Charles immediately felt a sting, the man he controlled was hit. Focusing ahead, he saw that Alessia was close to the outskirts of the estate. Moving at her full speed, the humans chasing him would have a hard time catching up to her.

He nearly laughed, he did it, only one remained. Just a row of bushes blocked his way to escape. He won this race, he was near its finish line. A few feet and he was going to make it. But fate still had some jokers left in its deck. Rolling over a large stone hidden in the grass, Alessia dangerously began to tilt. Charles tried to get his balance, but it was to late. Tipping over, Alessia fell to the ground. Charles spilled out, sliding across the grass. He looked up, the bushes was just a few feet from where he lay.

Sitting up, he saw Alessia lying on her side. "Up," he told her. She wiggled and rocked, but was unable to right herself. He would have to help her. Using his arms, he began to drag himself towards her, he stopped when he felt a someone coming towards him. He tried to latch onto it, he was shocked to find it was a woman. He attempted to control her. As he nearly had full control he felt a burn in his side that was so intense, he screamed in agony.

He fell flat on the ground. Clutching his side he pulled out a dart. Throwing it away, he tried to crawl to Alessia. His legs useless, he had to use his arms to drag him across the lawn. It took all his strength to fight off the burning pain in his side. He dug his hands in the dirt. His fingers gripped the grass as he dragged his body closer, closer, until he had to stop. He rolled on his back when he felt another burning sting in his arm.

He fumbled to get it out. After three tries, he finally pulled it out. Panting, he looked up. He saw the figure of a man walking towards him carrying a snipers rifle with a site. Charles saw a metal helmet on his head. This was the mind that was hidden to him.

The man stopped just in front of Charles. Squatting down, he patted Charles on the head, '_Like a dog,' _Charles thought.

"Have to admit," the mans deep voice rasped. "You put up a good chase. Best I've ever been on."

Charles brows knit in anger. "I am not something, to be hunted," he said, with gritted teeth.

"You should feel honored, you came the closest to getting away from me, Neale, Donahue." His dark eyes turned ice cold. "I told you we'd meet again." Neale held his rifle up high. "Biggest mistake you made, was to accept that there were only ten of us."

Charles panted fiercely, biting his lower lip, he searched for something to help him. His eyes lit up, as he spotted his joker. Grabbing the rock that tripped Alessia, he rolled away and threw it at Neale. He effectively knocked the helmet off his head.

In a split second, he latched on to Neale's mind. He stared at Neale, searching deep inside. Then he saw it, fear. A terrifying fear that was buried deep in the mind of Neale Donahue.

Charles felt soiled as he saw images of Neale's past. In seconds, he scanned through thousands of memories. "I see you for what you truly are, Donahue," Charles said. He propped himself up with one arm. His finger dug deep into his forehead, as he took full control of the man before him.

"You are a gutless blackguard, a spineless bounder who kills only because he thinks it makes him a man. You are far from it." He saw Neale struggle to bring up his gun.

"No," Charles said, "Drop it." Neale immediately dropped the gun.

"Stand up," he ordered Neale. Neale jerkily stood up. He was about to order him to pick up Alessia when he saw someone running down the lawn. From the memories he saw in Neale's mind, he knew she was his daughter. Stopping, she leaned over and rested her hands on her knees.

"Sorry, father," Benny panted. She waited to be disciplined, instead she received only silence. Spying his helmet lying on the ground Benny immediately brought her gun up.

Charles had Neale stand in front of him. "No, drop the weapon," Charles said.

"Never," she hissed.

"He is your father," Charles shouted. "If you do not drop the weapon, I will kill him where he stands." He had Neale bring out his knife and place it on his neck. "Release the weapon, or he dies here."

But Neale had taught Benny well, she didn't hesitate, she ran towards them. Shooting her father in the chest, she leaped in the air and flew over the prone Charles. Charles had to release his hold on Neale, and try to control his daughter. Once Charles released his hold, Neale dropped the knife and fell to the ground.

Charles easily managed to get control of Benny. As he was about to turn his attention back to Neale, he felt a sharp pain in his arm, then a vicious kick to the side. He rolled on the ground his head suddenly felt light, he just couldn't concentrate. He shook his head, trying to clear it. His mind was such a jumble now, he was having trouble just seeing straight.

Neale stood over Charles, he held a syringe tightly in his hand. He was furious. "No…one…does…that, to me!" Neale angrily shouted, viciously kicking Charles with each word. Charles doubled up, clutching his stomach. "You hear me, nobody!" He then gave Charles one last kick that sent him rolling. He dropped the syringe, and glared at his daughter. He hoped as she was running towards him, she hadn't heard anything the mutant was saying about him. He would make him pay, for finding out his dirty secret. He snatched the helmet from the ground and placed it back on his head.

"Did I do good?" Benny asked.

"Just as we planned." Neale rubbed his stomach. "The rubber bullet still hurt hitting though."

Benny tried to catch her breath. "Sorry, father. We lost three men back there, maybe more."

"Worth it, Benny, totally worth it."

Benny looked fiercely down at Charles. "Not bad looking, for a mutant. Younger than I thought he'd be." She pulled out a long hunting knife. "Want me to put it out of its misery?"

"Put that away, girl," Neale snapped back. "This one is special. We're bringing it back with us alive. I'm not going to let our buyer have it. We'll be making money on this one for ourselves."

Neale pointed towards the mansion. "First we'll go get your brother, and then we'll look for the others. Now those you can…."

Neale and Benny were thrown to the ground by a huge explosion behind them. The night sky lit up as a fireball billowed in the air. Charles nearly cried, he could faintly see his mansion in flames. In his drugged state the flames were alive. He heard them taunting him, laughing at him that he failed, as they roared out of the mansion.

Looking up Neale cursed, "Damn it, they were supposed to go off after we left."

Quickly standing, Neale faintly saw a figure floating just above the ground, as flames licked up the sides of the mansion. He was warned to stay away from that mutant. It was trouble.

"Time to go, girl," Neale said. Neale took out another needle and plunged it in Charles arm. Charles felt his head spin harder…then he felt no more.

Neale hefted Charles on his shoulders. "Let's go, darling."

"But Nelson?" she protested.

"He got himself captured, he'll have to get himself uncaptured. We're leaving now, Bernadette," he barked. Benny knew when he used her full name, she had to listen to him. Grabbing her father's knife, she took one last look at the mansion.

"Better you than me, dear brother," she sighed. Spinning on her heels, she followed her father as he pushed his way through a row of tall bushes. Carried on Neale's shoulders, Charles head and arms slowly rocked back and forth as Neale sprinted down the road. Coming to a parked car, they placed the unconscious Charles in the back.

Benny jumped in the driver's seat and quickly drove them away. Neale sat next to her. Turning in the seat he stared at Charles, he wanted to keep an eye on it. This was precious cargo, it was going to make him more money than he ever imagined. He would guard it with his life.

XXXXXXXXXXXXXXXXXXXX

Beast slammed his shoulder into the steel door, he knew he would never be able to knock it down. But he just had to try something. He wavered where he stood, the effects of the dart still burned down his back.

"Cyclops," Havok said. "Can't you blast through it?"

"To dangerous," Beast growled. "The beam could ricochet back to us, or the room could fill up with smoke, suffocating us." He slowly moved back. There was barely room for the four. He slammed his fist against the steel wall. "The Professor knew it. He knew we wouldn't all fit inside. Damn it Professor!" Beast roared. "We were willing to die with you."

"Wait!" Cyclops hushed them. "Listen."

They could faintly hear what sounded like an explosion outside. This time Beast nearly tore into the door, pounding on it, "We've got to get out of here."

But it was no use. The Professor was right, nothing short of an atomic bomb could get them out of there. Beast turned his attention to Banshee. He saw Cyclops was already looking after him. The burning in Banshee's leg had finally toned down to a slow burn. Cyclops and Havok helped him to stand. The room grew very silent, their thoughts were focused on Professor X.

He was out there alone. They had no idea what was happening out there. The explosions frightened them more than ever. They were trapped inside that room for at least two hours. All that was left to do was wait for the doors to open.

"If they killed the, Pro…" Havok began to say.

Beast cut him off. "He's not dead," he said in a deadly whisper. "When we get out of here, we're going to find him. And then I'm going to make those men pay."

"We," Cyclops corrected him. "We're a team now, the X-men. And we just lost our leader, we need to…"

"Quiet," Beast hissed. "I think I hear someone on the other side."

Beast listened intensely, he faintly heard two voices on the other side. Pressing his ear to the door he clearly heard two words.

"Get back."

Turning around, he grabbed Havok and Cyclops. Dragging them to the corner with Banshee, he crouched down on the floor. He used his body to shield the others.

In seconds the exit door imploded. It actually bent in half, and flew out. Bolts, dust and pieces of metal flew in the room. Once the door was open, Beast and Cyclops immediately stood up. Turing around they took a stand against whatever had come to destroy them.

As the dust began to settle, they saw a tall figure standing in the doorway. A long cape flowed behind him. On his head he wore a helmet.

"Magneto," Beast sighed.

"What happened here?" Magneto asked.

Beast didn't answer. With the door open, he rushed right past Magneto.

"Tell me, what happened? Where's Charles?" Beast heard Magneto shouting behind him. But he ignored him, exploding through the line of cypress trees, Beast was shocked to see the Mansion was on fire. He sniffed the air. He picked up the scent of the Professor. He quickly followed it. He was thankful it led away from the burning mansion. He saw wheel tracks dug deep into the lawn, he knew he must be on the right track, Alessia was here.

Up ahead he saw something that caught the breath in his throat. He ran as fast as possible towards the line of bushes that marked the estates border. He slid to a stop, there was Alessia lying on her side. Empty, no Professor in sight.

Magneto landed next to Beast, "Tell me," he growled. "What has happened? Who attacked the mansion?"

Beast shook his head, "He locked us in," he said in a subdued voice. "He locked us in that room, led the men attacking us away."

Mystique, Cyclops, and Havok caught up with them. They struggled to catch their breaths. Banshee soared down from the skies. Landing with a thud, he stumbled up. Still in pain from the dart, he struggled to ignore it. Other things were more important now, they needed to find out what happened to the Professor.

"His wheelchair," Havok gasped. "What's it doing here?"

Magneto saw Havok pointing at a metal wheelchair. He saw an X embossed on the side of the chair. For a second he was back on the beach near Cuba, holding Charles in his arms, willing a bullet out of his back. Focusing on the present, the chair looked so large to him, so cold. He instantly realized what damage that bullet had done.

"Oh, Hank," Raven cried. She too now knew what the chair meant. In the months after she left him, she always thought he was fine, and that he would recover to his old stuffy self. She planned on seeing him when the dust settled.

"How bad?" Magneto demanded. His voice was cold and unemotional. "Tell me, how much damage did that bullet do?"

"Paralyzed, from the waist down," Beast choked. "He'll never walk again."

"Who took him?" Magneto then asked with a clenched fist.

"We think we know who," Havok honestly admitted. "But have no idea where he was taken."

"But there is a way to find out," Cyclops spoke up. "We have two of them tied up back at the mansion."

Looking back, they saw flames pouring out of the mansion. "They're in there," Cyclops gasped.

Raising his hand, Magneto concentrated. They saw white vapor pouring out of the mansion as the flames blinked out.

"The mansion is safe for now," Magneto explained. "I broke several water pipes to quench the fires."

"How the hell did they start?" Havok asked.

Mystique explained what happened while they were locked up. As Magneto and Mystique approached the mansion, they knew something was wrong when they saw the front door in pieces. Before they even entered the mansion they were fired upon from the second floor. Magneto instantly blocked the bullets that flew their way. Once he began floating up, he saw the men pressing on something. He screamed at Mystique to run away. In seconds set charges exploded around the mansion. The one in front was so powerful it pushed Magneto back.

Angered he pulled the men out of the mansion by the guns they had strapped to their backs. Flinging them high in the air, he dropped them hard on the front walkway. Sickening cracks was heard as they hit the pavement.

Mystique ran up to the Mansion. Floating above her, Magneto saw a sign of a battle. He saw a large hole in the lawn, two men lay on the ground.

"Mystique, they must have fled this way," he told her, as he drifted down.

Mystique ran down the lawn, "The shack," she shouted. "There's a shack we used to play in. It's built like a fortress, he has to be there."

Reaching the end of her story, Mystique silently looked at the house she called home. Magneto stared at the wheelchair. He could not imagine Charles anchored to a wheelchair the rest of his life. The Charles he knew was so vibrant, so full of life. The chair slowly lifted up, and floated in the air.

"Lead me to those men in the mansion," he told Havok. "They will tell us where Charles was taken."

"Wait," Beast said. "You working with us, or against us?"

Magneto nodded his head, "Truce, for now."

Beast had to admit, with Magneto on their side their hopes of finding the Professor just skyrocketed.

"We accept," Beast said. "Let's go."

As they quickly walked back to the mansion, Havok hissed at Beast, "You sure we can trust him?"

"What choice do we have?" Beast asked.

"I have no idea who he is," Cyclops said. "But from what I just saw and heard, I think it's better to have him with us, than against us."

Beast agreed, he'd seen Magneto at his best, and his worst. The biggest problem was only the Professor knew how to handle him at his worst. Beast prayed that having the Professor in danger would be enough to keep Magneto's dark half in check.


	8. Prison of the Mind

X-Men: The Winds of Change

By Ldynwaitin

Chapter Eight

Prison of the Mind

Charles shook his head, he felt as if it weighed a ton. He struggled to open his eyes, he flinched as his body reminded him of what it was put through. From what he could feel, it screamed out for attention. Opening his eyes, he looked around.

He was lying on a cold stone floor. He could see that he was in a prison cell, lined with heavy iron bars. There were no beds, or chairs, just the four steel bar walls. The cell sat in a large room. He smacked his lips, he had never been so thirsty.

He flinched when the door to the room slammed open. Neale walked in, the helmet was again firmly placed on his head. Charles smiled to himself, he saw something new on the helmet. It now sported a neck strap. It securely attached the helmet to his head.

Neale slammed the door shut, locking it with a dead bolt from the inside. He was no fool, he didn't want anyone forced to help the mutant escape. Grabbing a chair, he carried it to the front of the cell.

Charles propped himself to a sitting position, leaning on his right hand, he glared at Neale. He watched him carefully position the chair opposite of where he sat, and then slowly sit down. It was then that Charles noted something hanging from Neale's belt. It looked like a red rope. Looking closer he saw the rope ended in a sharp spike.

"Azazel," he whispered. He was sickened to see this man wearing Azazel's tail.

He also saw Neale was wearing a bracelet with odd pieces hanging on it. Charles grimaced when he realized they were fangs, and claws. Apparently he liked collecting trophies from his kills. Unfortunately for Azazel, he was added to the macabre collection.

Neale's eyes turned dark and deadly as he silently stared at Charles. He sat there whistling, and watching Charles. It was after a few minutes of staring that Charles decided to make the first move.

"I see you carry with you your little badges of courage." He had to find a way of getting to this man, breaking down his false armor of bravado.

Neale cocked his head. "What, no, 'Why am I here? Why didn't you kill me?"

Charles shifted and rested on his left hand. "I already know the answer to that, remember?" Charles two fingers patted the side of his head. "I know everything about you. The question is, does your daughter?"

Neale coldly smiled and continued to stare at him, as if studying him.

"Oh yes," Charles sighed. "That's right, why talk to me? To you I'm just an it, an abomination, not worthy of speaking to. I'm just something you can add to your trophy collection. I guess you have a sick need to keep reminding yourself of how brave you are, or is that isn't?"

Neale clenched his hand to a tight fist, he was not going to let it get to him. He was superior, this thing was a mistake of nature.

Charles could see he was getting to him. "You have me locked behind these bars, Neale, but you carry your own prison within you, don't you. Every day you have to confine your fears using your garish keys to lock them away. But the more you add to them, the stronger your fears grow, and the weaker your prison becomes. Until one day it will happen, your brick walls will tumble down and the truth will finally come out, are you ready for that day, Neale?"

Charles words frightened Neale, for he knew they were true. It was why he chose to be the sniper during the raid. He was at a safe distance away from the battle. Charles words cut into him deep. Neale decided that he would turn the knife in his gut now. "I've decided that you're not going to be sold to my benefactor. You're mine now, and you're going to make me enough money to retire."

"There's going to be an auction in one week." Neale saw Charles light blue eyes turn dark when he added, "And guess what's being auctioned off?"

Charles anger grew as he realized he was going to be sold. "I am not chattel," Charles shouted. "I will not perform to please my masters. You cannot force me to, I will fight you with all my will."

Neale just smiled, "You keep thinking that. You can't imagine what people are willing to pay for someone that reads minds. I checked up on it before attempting the raid. I've gotten offers from all around the world. Generals, Presidents, even got a bid from a sheik. The money I'll be getting for you was worth the loss of a son."

"You're more of a monster than you believe I am," Charles said.

"If you wasn't worth so much, I'd have those bright blue eyes sitting on my mantle." Neale coldly replied. He slowly stood up. He walked back to the door. Unlocking it, he looked back at Charles. "Let's see how you like being hobbled."

Once the door was closed, the room was suddenly bombarded by loud music. It was so loud, Charles could feel the beat of the drums in his chest. He pressed his hands to his ears, trying to block it out. The light above him began to grow more intense. Rolling around, he hid his face on the floor. The music was so loud he could not concentrate. He attempted to search for a mind outside of the room, but his mind was filled with the blasted music.

Benny stared at the small TV screen. She saw the mutant laying on his stomach, his face dug into the floor. "This will work, Father. I can break it, I've done it before."

Neale stood with his arms crossed. "This one is different."

Benny anxiously looked up at him. "I've studied every book written on hunting and controlling animals. Any animal can be broken, father. Give me a few days and I'll have it willing to do anything for us."

Neale squinted his eyes in thought. "I'll give you two days, after that I do it my way." As he quickly left the room, Benny continued to stare at the screen. She wanted to please her father so bad. She was always jealous of how he favored Nelson. With him gone, now when a job needed to be done, he would be looking to her to do it.

Sitting down she carefully studied the mutant. Her father always said, know your prey. She would have to work quickly. She only had two days. She was sure she would break this mutant's will before the auction. After it was sold, they would have enough money to let her father retire. Then the family business would be hers to run.

For the next several hours, Charles was bombarded with light and music. He was given no food or water in that time. Weakened, his will began to waver, until he saw a bit of hope sitting in front of him.

Erik sat cross-legged in front of him. Charles was surprised to clearly hear him say above the blasting music, "And you used to tell me you liked this new music. How do you like it now, Charles?"

Charles eyes began to tear, he actually laughed in relief, he was not alone anymore. He smiled up at Erik's image, this time he would not block it out, this time he embraced it. As the music blasted away, and the lights remained on Charles spent the time talking to his friend, using him as a way to hold on to what little sanity he had left.

XXXXXXXXXXXXXXXXXXXXX

Beast was shocked by the damage done in just a short amount of time. Entering the mansion he could see it was a mess, there was water dripping everywhere. Magneto passed his hand in the air, and the water suddenly stopped. Closing the pipes he broke, he motioned for Cyclops to lead the way. He rushed down the hallways, his feet splashing in the water. The walls were blackened from smoke. Coming to the classroom, he shoved the door open. He tried the light switch, he was thankful that the back-up was still working. The lights in the room turned out.

Cyclops first checked on Nelson. He was glad to see his eyes staring up at him. He pulled Nelson up to sit on the couch. He then dragged the other man off the floor and sat him down next to Nelson. The man that was on the floor flinched as he saw the room suddenly become filled with mutants. He nearly jumped out of his skin, when he saw Mystique's blue skin.

Beast pointed to the men on the couch. "The Professor said he knew the younger one, said his name was Nelson," he explained to Magneto. "He's supposed to be a part of some kind of gang that kills mutants."

Once Beast finished his explanation, Magneto's anger grew. Charles and he may have had their differences on the role of Mutants in the world. But they both agreed on one thing, to protect their own.

He walked up to Nelson. He saw defiance in his eyes, an air of superiority. He had seen that look before, when he was a young boy.

He knew this boy would be defiant in answering any questions. There was only one way to handle him. As Magneto silently stared at the young man everyone heard a rattle coming from the hallway. Seconds later they saw metal chains, and twisted metal moving into the room.

The chains wrapped themselves around the two men. They both grunted as they pulled tighter. The twisted metal hovered in the air. They twisted tighter until two metal javelins floated in front of the two men.

"You will answer my questions truthfully," Magneto said. He stood in front of the couch.

"One of us is missing. Where was he taken?"

Nelson boldly stuck out his chin. He wasn't afraid of a stupid mutant. "If you hurt me, my father is going to add you to his collection. He might like making a rug of that girls skin." He jerked his head at Mystique.

This angered Beast, he roared in anger. "No Beast," Magneto held his hand up. "That is exactly what he wants. To make him think we are the animals, and he is superior to us."

Magneto leaned over. "I grew up surrounded by people like you, humans that looked down on others because they were different. But they are the ones that you leached off of. They are the ones that build the roads, grew the food, protected your miserable lives."

Nelson felt himself slowly rising off the couch. Magneto's hand moved, and he followed it. He floated in the air, he saw a look on Magneto's face that made the blood in his veins run cold.

"You are all afraid, frightened because you know that your time is coming to an end."

Nelson spat at Magneto, it fell on his shoulder. "You're a mistake of nature. You should have died when you were born."

Magneto fought to keep his anger in check. Any other person that did that to him, would have been instantly torn apart. But not this one, this man knew where Charles was taken. He knew the location of a man that hunted mutants. He needed to keep him alive long enough to find where he was. Once he did though, then the mansion would need a bit more cleaning, in this room.

Nelson began to choke, as the chains tightened up a bit. The metal javelin slowly floated to him. Suddenly he was flung to a wall, the javelin followed him. The chain pulled his arms out, it pulled at his legs, stretching him out against the wall.

The javelin wavered in the air, before impaling in the center of Nelson's right thigh. Nelson screamed in agony as the javelin first twisted one way, then the next.

"I learned one thing in the camps," Magneto said. "There is much a body can take, before it dies."

Nelson sighed in relief as the javelin jerked out of his body. He screamed again as it plunged into his right arm. Magneto aimed the javelin precisely. He hit spots that did not have many blood vessels. He was going for pain. Repeatedly the javelin plunged into Nelson, his screams filled the hallways of the mansion.

The other's silently waited. No one in the room tried to stop, Magneto. They all knew he was their only chance in finding the Professor.

Nelson's head hung forward. He was panting hard, the pain he was in was excruciating. "I can't," he gasped. "I can't tell you, he would kill me if I told."

"And I will do the same, if you do not," Magneto countered.

Nelson felt a chain wrap around his head, pulling it up. He gasped in shock, as he saw the tip of the javelin hovering in front of his right eye.

"What is worse?" Magneto asked. "To be dead, or dead blind?"

The javelin bobbed where it floated, pulling back, it was about to lunge forward when Nelson shouted, "DON'T! I'll tell you, I'll tell. Please, don't take my eyes," he sobbed. "Not my eyes."

The javelin remained where it floated. "Tell me, where is he?" Magneto demanded.

"Pennsylvania," Nelson panted. "Just outside of Bethlehem."

"How far outside?" Magneto demanded. The javelin inched closer to Nelson's eye.

"It's ten miles south, in an old steel mill. If my father didn't kill it, you'll find it there."

"Excellent," Magneto purred. Surrounded by steel, he should have no trouble rescuing Charles.

Raven snarled when she heard Nelson call Charles an it. If the son was this hateful, she could not imagine Charles being in the hands of the father.

"We need to get to him," Raven choked.

Magneto released his hold on Nelson, he fell to the ground in a heap. "We go now."

As he turned to leave the room he saw Beast block the door. "You said we were working together."

Magneto nodded his head. "Yes, we just did. Now I will succeed where you children have failed."

"We're not children!" Havok shouted.

"We are X-Men," Banshee said.

Cyclops agreed. "We are going to look for the Professor, together."

Magneto blinked his eyes in wonder. Charles had done it, he made these boys into a team, into men. They were standing up to the great Magneto, to save their Professor X.

Magneto slowly nodded his head. "When things get rough, just try to stay out of my way."

"You got it," Beast snarled. "It should take us two hours to get there."

"What about them?" Cyclops pointed to Nelson and the other assassin.

"We'll take the boy with," Magneto said. "If he was lying, then we resume our little interrogation."

Cyclops grabbed Nelson. Magneto released the chains that bound him. Only the curtain cords kept him in check.

Once freed from the chains, Nelson pulled himself out of Cyclops grip. "You'll never find my father!" he shouted as he pulled something out of his sleeve and threw it to the ground. Immediately the room was filled with a grey smoke.

Breathing it in, everyone became lightheaded. One by one they fell to the ground. Not even Magneto was immune to the smokes effects. The only ones not affected was Beast and Mystique. Both were standing at the doorway. Once Nelson threw the smoke, Beast grabbed mystique and swiftly ran down the hallway. He stopped when he knew they were a safe distance from the smokes effects.

"Damn!" Mystique angrily shouted. She pounded her hand on the wall. "We were so close."

Beast slowly began to walk back to the room. He had to wait until the smoke fully cleared. Once he was sure it was safe, he quickly went back to check on the others.

He was shocked to find each man lying on the ground unconscious. Beast examined each one, they were all in the same state.

"Damn it, Hank," Raven cried. "What the hell are we going to do now? We need to find, Charles."

Hank spied what was left of the vial Nelson threw. Using a cup left in the room, he carefully picked up the broken vial. "First thing I need to do is examine what he used on them. Let's pray that it's not fatal."

He began to leave, but turned and looked at Raven. "You need to keep an eye on them. Make sure they don't get any worse. Get the medic kit Charles has in the bathroom. I want you to do a blood pressure check on them every ten minutes."

Raven nodded her head, she had to find something to do to keep her mind off of Charles. "Once I'm done I'm calling Frost, Angel and Riptide and let them know what happened." She ran out of the room to get the kit.

Beast was having a hard enough time working with Magneto, he was not happy if Frost, Angel and Riptide were coming. But until he found out exactly what was in that gas, he just may be needing them. He quickly went to his laboratory. He made slides of what was left in the vial. He angrily shook his head, nothing came easy for them. Nelson had successfully brought his father time. Hank hoped it was not enough time for them to lose the Professor forever.


	9. A Daring Rescue

X-Men: The Winds of Change

By Ldynwaitin

Chapter Nine

A Daring Rescue

Charles groaned in pain, as his arms were stretched higher. He had no idea how long he was held in the cell. There was no day or night, just constant light. He was thankful that the music was off now. Neale came in with a very angry look on his face. It was most likely due to the fact that Charles was not co-operating.

He had not been allowed to sleep, or eat or drink any water. He was bombarded with loud music, yet nothing seemed to affect him. In all that time Erik remained constant by Charles side. He was a light for Charles to gaze at, when darkness threatened to engulf him.

Neale was getting impatient. He allowed his daughter more than a day to break the mutant. Yet in that time he saw no change in him. Getting frustrated, he decided to take matters into his own hands. Chaining Charles hands, he was pulling him up to hang from the ceiling.

"I do not like where this is going, Charles," Erik said. He was standing by his side, looking up at the chains.

"I have an idea," Charles mumbled.

"So did I," Neale replied, thinking Charles was talking to him. "I have lots of ideas, on how to break you. I let my daughter try, but I am not a patient man."

"Or a good looking one," Erik mumbled.

Charles had to stifle a laugh. This only angered Neale, thinking Charles was mocking him. He jerked the chain higher. Charles grunted as the cuffs on his hands dug deeper, for they now supported his full weight. Giving it one last tug, Neale attached the chain to the far wall.

Satisfied Charles was high enough, he stood in front of him. A sly grin set on his face.

"I've seen that look before," Erik said. "Just before one of Shaw's sessions."

Charles saw Neale pull Azazel's tail from his belt, a leather handle was attached at the end. Neale slowly unrolled the tail. He saw the horror and disgust on Charles face.

"So, did you know this mutant?" He whipped the tail in the air. "It was a nasty one. It took some prior planning before we went after it. I lost quite a few men getting it. First one we went after that had colored skin." Neale winked at Charles. "Once I saw that tail, I just knew I had to have it."

Pulling it back, he whipped it out, the spike on the end raked across Charles chest. He gritted his teeth as he felt the sting of the tail.

Neale stroked the tip of Azazel's tail. "Pain is a funny thing. I've seen it bring the strongest elephant down to its knees."

"Fight him, Charles," Erik hissed. "You must fight it. Don't let him win. Never let them win."

Neale moved behind Charles. "First we need to break some of that fighting spirit in you." Charles back arched as he lashed the whip on his back. "Then we'll work on teaching you some manners." Charles gasped as Neale began his 'lesson'. With each blow Charles fought to keep from screaming. He knew that was what Neale wanted to hear. Biting down on his lip, he flinched with each stroke.

"Don't worry," Erik told him. "After a while you'll go numb. You won't feel it anymore, I promise you, Charles. Just try to hold on."

Charles closed his eyes, the pain was so intense he needed a release. He used the pain to go past the wall in front of him. He found Benny, she was standing in front of a monitor. There was an evil glare in her eyes as she watched him being whipped.

Taking in a deep breath, Charles remembered what happened when he first used Alessia. Focusing fully on the pain, he sent it forward, and into Benny.

Benny's back arched as she felt a burning pain on her back. A pain so intense it brought her to her knees. She struggled to stand, until she was hit with another jolt. Looking up, she saw that the pain mirrored when her father whipped the mutant. Struggling to stand, she hit a switch.

"Father!" she cried, as he whipped Charles again. "It's making me feel its pain," she grunted. She cried out as Neale lashed into Charles.

Neale dropped the whip when he heard his daughters voice over the intercom. He ran in front of Charles, and grabbed his neck, "Let her go."

Charles eyes popped open, "Big mistake," he said. Once he touched him, Charles entered his mind. The helmet would no longer work if he made contact with him. Neale felt as if his hands were glued to Charles.

"Excellent, Charles," Erik said. "I knew you could do it."

"It was easy," Charles panted. He struggled to stay awake. Licking his dry lips, he said in a controlled voice to Neale, "I want you to use one hand to take the helmet off."

Neale's hand shook violently as it began moving up. Just as he touched the helmet the music returned. It was louder than before. Charles struggled to maintain control of Neale, but the blasting music filled his mind. It flowed into every nook and cranny. Losing concentration, he lost his connection to Neale. Neale fell to the ground, he quickly rolled away from Charles.

He felt embarrassed that the mutant managed to control him again. Angered, he grabbed the whip. This time the whipping had only one purpose, to punish.

Charles cried out as the whip tore into his back. Neale made sure to whip him where he knew he would feel it. Charles looked at Erik.

"You said it would get numb," he cried.

"I'm sorry, Charles, I lied," Erik sadly said.

Charles felt a coldness creep up his stomach. With each slash of the whip his head grew lighter and lighter, he was about to pass out when the whipping stopped. He faintly heard the sound of a muffled explosion. He wasn't sure if he actually heard it, he just wanted to rest so badly.

Charles closed his eyes in relief when the music was turned down, he heard Neale's daughter say over the music, "We've been breached, father. They've broken in." He saw Neale running to the door, fumbling with the lock, trying to open it.

"They found me," Charles sighed in relief. His X-men had found him.

"I never doubted it, Charles," Erik told him. "Just hold on until they get here."

Charles nodded his head, hold on. He had to stay awake, he wanted to greet them as they rescued him from this horror.

He tried to contact them, tell them where he was but the pain raced though his mind. He just could not concentrate enough to find them. The door to the room was left open, he could hear a small war raging outside.

He had no idea how long it lasted, or who won when the sounds finally died down. He knew it was over when the music stopped. He struggled to stay awake, he needed to tell them how thankful he was that they found him.

He saw several figures rush into the room. Charles smiled a greeting, it soon fell when he saw hooded men dressed in black. They were not his X-men. He hung his head down, his hair covering his eyes. He must have been weaker that he thought, he was unable to read anything from the masked men.

He felt hands holding him up by his chest. Someone was letting the chain down. The cuffs on his hands were unlocked. He was surprised to feel how gentle they were to him. Two carried him out of the room. He looked around, struggling to stay awake as he was carried away. He coughed as they carried him through a smoke filled factory. Looking up he was surprised to see blue sky. The roof on the factory was rusted out.

He was carried past huge fallen metal vats. He could see pig iron stuck on the sides of the vats. This place was an old factory where steel was forged. There was smoke everywhere.

They took him outside, the sun was shinning brightly near the horizon. The skies were a brilliant orange. The outside air cleared the smoke from his lungs, refreshed him. He smelled water, he heard the babbling of a river. It flowed just at the outskirts of the abandoned factory.

He passed through a hurricane fence. Its metal rings were previously cut. They approached several trucks and a van parked on an overgrown parking lot. Charles saw Neale being thrown in the back of one of the trucks. Charles was taken to the large van. The back doors were flung open and the two men carried him inside the truck.

"Quickly, bring him here," Charles heard a man speak with an English accent. "Gently now."

Charles was laid down on a bench at the back of the van. "Get us out of here," the man shouted.

Once the doors were shut, Charles heard the van's engine roar to life, and felt it rock as they drove away. He saw a stranger looking down at him. This one did not wear a tight hood over his face. He was very pale, his skin was near alabaster in color. His eyes were the darkest Charles had ever seen. His black hair was slicked back. The strangers brows were knit in anger. Charles saw a spark, a hint of something dangerous in the man's eyes. It was there for a split second, and then it was gone.

"I am so sorry, I had no idea that animal had you," the man explained. "Don't worry Professor Xavier, you're in good hands now."

Charles was shocked to hear the man use his name. He tried to speak, but his throat was to dry. Immediately the man began giving him some water.

"Slowly there, Professor."

Charles sipped the water, his thirst quenched he said in a raspy voice, "You have me at a disadvantage. You know my name, but I do not know yours."

The man smiled down at him, "Nathaniel, my good man. Nathaniel Essex at your service. Now rest, I'm going to take good care of you, don't you worry."

Charles wanted to ask more questions, but he was just so sleepy. He struggled to stay awake, but found it impossible. Closing his eyes he went into a deep sleep.

Nathaniel clicked on a walkie-talkie. "I want you to prepare a welcome for the rescue team that is coming."

A voice crackled on the walkie-talkie, "Yes, sir."

Satisfied Nathaniel banged on the van. "Hurry now, to the airport. We need to take him back to the facility as quickly as possible.

As he slept Nathaniel tended to Charles wounds. They were bad, but not life threatening. All the time he treated him, Nathaniel whispered, "At last, at last."

XXXXXXXXXXXXXXXXXXXXXX

Beast gently held a glass to Cyclops lips. "Drink this, Scott." Slowly Scott began to swallow the liquid in the glass. Once it was empty Beast lay Scott's head back down on his pillow. It had been nearly twenty-four hours since Nelson used the vial. It took nearly all that time for Beast to finally analyze what was in it, and come up with an antidote. In that time everyone in that room had become deathly ill. Beast carried them all upstairs to a separate room. The hardest hit was Cyclops, he was the closest to the vial.

He touched Cyclops head, the fever was finally broken. Breathing a sigh of relief, he was satisfied they were all on the road to recovery. Stepping out of the room he saw Raven helping Magneto walk out of his own room. Beast rushed to his side. He noticed that he was not wearing his helmet, but then he didn't need it. The Professor was not a threat to him here, only whatever was in that blasted vial.

"How you feeling?" Beasts asked.

Magneto shook his head, "As if I was hit by a ten ton truck."

"Great," Beast said, with a grin. "At least you can feel. That's better than not feeling."

Hearing moaning, Magneto jerked his head down the hall. "How are the others?"

"About as good as you, I told them they need to rest. Of course I'd tell you the same, but I know it wouldn't mean a thing."

Magneto shook his head. "I've felt worse."

Beast's eyes grew wide, "Can't imagine how."

"Magneto, you need to rest," Raven insisted.

But Magneto brushed her off. Using the wall to brace himself, he slowly walked down the hallway. Whatever was in that vial had weakened him greatly. He was angry that he had become so complacent. The great and powerful Magneto was brought to his knees by a simple gas.

Coming back down the hallway he saw Beast waiting for him, with his arms crossed. "How long?" Magneto asked. "Before you think we'll be ready to go after Charles?"

"Well, I've had a little talk with Nelson. After telling him that once you recover he would need to think about buying some stock, in a graveyard plot. He told me that his father would most likely be holding Charles for a week."

"And when the week is up?" Magneto looked at Beast for an answer. He saw rage behind his eyes.

Clearing his throat, Beast said with a strained voice. "He said that his father was going to be holding an auction. And apparently…um." Beast hesitated. He was prepared for Magneto's reaction. "Apparently, the Professor is the main event."

This stopped Magneto in his tracks. Beast noticed as he stared at him the metal candle holders in the walls began to rattle. Their rattling grew more violent until they flew off the wall and hovered in the air.

"Find a way to help us recover faster," Magneto told Beast. "We need to get to that place before the week is up."

Beast knew better than to argue with him. "I think I have some B-12 and some steroids should help, I'll get them." He turned and briskly walked down the hallway, leaving Magneto and Raven standing alone.

The only sound in the hallway was the candles rattling in the air.

"Magneto," Raven gasped.

"I, know," Magneto replied. "We need to get him out of there. I warned Charles of the dangers for our kind. But he was blind to it, he swore that there was goodness in humans. I pray that when we find him, he will finally realize that I was right all along."

Raven turned Magneto around and began to walk him down the hallway. "Let's get you well first. We'll need you at full strength."

He never felt so weak, Magneto had to fight each step he took. But he was determined that he was going to make a fast recovery.

A day later Magneto was walking out of the mansion. Thanks to Hank, nearly everyone had recovered, even the two humans.

They quickly exited the mansion. The sun was low in the sky, not a cloud was in sight. Beast looked fiercely at the two people standing at the foot of the stairs. Last night Frost, Angel and Riptide joined them. Beast noticed once Frost arrived the helmet was once again permanently sitting on Magneto's head.

Frost quickly rushed to Magnetos side. "Magneto," she hissed. "Why must you try to rescue him? You broke away from them. You said we were to battle the humans, together."

Magneto ignored her, he briskly walked up to the car they arrived in.

"Damn it, Magneto," Frost cursed. "You're going to risk losing everything." She ran to him. Draping on his arm, she cooed, "Magneto, you have me now. I've pledged to use my powers to help you. You don't need him." She stroked her hand on his back. "Please, Erik. We have so much left to do. I know you, you won't risk losing all that we've been working on for just one man. One useless cripple."

She looked at Alex, who was pushing Alessia towards one of the Professor's cars. Magneto eyed the wheelchair, he stared at Alex as he placed the chair in the trunks of one of the cars.

Immediately his hand shot out, his fingers curled around her neck. She gasped to catch her breath. "If you truly knew me then you would know that I do not turn my back on a mutant, or a friend." He threw her to the ground. "I am not forcing you to go, the choice is yours. But know this, I am going."

Magneto pulled on one of his gloves. "It should take us two hours to get there. It'll be dark by then." Without another word he entered the car. Raven and Riptide went with him. Frost remained on the ground, no one attempted to help her. Slowly she stood up and walked to the car. She sat in the back with Raven.

Nelson was dragged to the car Beast was getting into. Beast knew better, he kept the human as far away from Magneto as possible. He was needed for two reasons, as leverage against his father, and if he lied about where the Professor was hiding, Magneto would resume his interrogation.

Alex joined Beast and Nelson, while Sean drove the car with Cyclops and Angel. The other man that was captured with Nelson remained in the house. Without a word, Riptide drove off.

Alex pressed the gas pedal and followed closely. "You'd better hope he's still there," Beast told Nelson. "If he's not, we'll I've seen Magneto tear a hole in a submarine like it was tin foil." Looking up at the rear view mirror he saw Nelson's eyes staring back. "Imagine what he can do with you."

Nelson gulped hard. He was held captive by stinking mutants. Sitting back he looked outside the window. As they drove towards Bethlehem the one thought that dominated his mind was, "Why would his father leave him behind?" He would ask him that, once his father took care of these mutants. It would not be easy, but he knew every dog had its day. And this dog was ready to kill some mutants.


	10. Peter

X-Men: The Winds of Change

By Ldynwaitin

Chapter Ten

Peter

Charles rolled over in his bed and yawned. The bed felt so soft to him, he just wanted to go back to sleep. Opening his eyes, he looked up and saw a canopy over his head. _"Wait a minute," he thought. "I don't have a canopy."_ Sitting up his head swooned, he felt a hand grab his arm.

"Easy there," Nathaniel cooed. "You're not fully recovered yet."

Charles saw Nathaniel smiling at him. Then it came back to him. The raid on his mansion, Neale kidnapping him, the torture, then the rescue by a mysterious man named Nathaniel Essex. Rubbing his eyes, Charles shook his head. "I'm sorry, I wasn't able to thank you for my rescue."

Nathaniel brushed if off. "I'm just glad I arrived there in time."

Charles head suddenly felt light, Nathaniel looked concerned as Charles rocked where he sat. "I'm fine," Charles sighed. "Really, I feel fine. Just a bit flushed."

Satisfied he was just weakened from his ordeal, Nathaniel sat down on a bright red chair. It was then that Charles noticed that everything in the room was a bright red color. "I'm sure you do," Nathaniel said. "I just want to make sure. You suffered much by that animals hands. I've been taking care of you since you've arrived at my home."

"I really am truly thankful for that," Charles said. "But I assure you that I am quite well." He threw the covers back, and attempted to move his legs to the end of the bed. "Please, I need to get in touch with my friends, let them know that I was rescued."

Nathaniel jumped up and helped Charles to sit on the edge of the bed. "You will, my good man. But I think we should get a nice hot breakfast in you first. You are not quite fully healed from your encounter with Donahue."

Charles' head hung low, it began to spin. He had no idea how long he was asleep. Looking up he saw Nathaniel staring at him, as if studying him. "I have to admit, I am ravenous. I'll accept that offer of breakfast. Then I really need to contact my friends."

"Of course, one step at a time." Nathaniel snapped his fingers. Charles flinched when he saw something scrambling towards them.

A short creature stopped beside Nathaniel. He was dressed in green cotton pants and shirt. His skin was nearly as pale as Nathaniel's. His hair was brown and knotted. He stood about four feet tall. His eyes were much larger than someone of his size and stature would have. He anxiously shifted from foot to foot, worriedly wringing his bony hands.

"Fetch some clothes for him, and bring in a wheelchair for the Professor," Nathaniel ordered the creature. "Go on, off with you now."

Bowing, the creature skittered away. Nathaniel suppressed a smile when he saw the surprised look on Charles face.

"What on earth was that?" Charles asked. "It's like no human I've ever seen."

"That's because it isn't, that was a Nob," Nathaniel calmly explained.

"A what?" Charles had never seen anything close to what stood before him.

"Questions, so many questions in your eyes," Nathaniel said with a laugh. "I see them just waiting to be asked. All in good time, Professor, all in good time. For now we need to get some hot food inside of you. I promise you I'll answer any and all of your questions after you eat. Now the Nob will bring you your clothes, he'll also have a chair with him. Once you're dressed he'll show you where the dinning room is located. I have some things to attend to right now. I will see you there later."

Nathaniel laughed, and shook his head. "I am just so glad that you are finally here, I assure you that your stay here will be much more pleasant than at Donahue's hands. Now, if you'll excuse me." Bowing, he quickly left the room.

As the door shut, Charles saw Erik shoving it closed.

"Don't like him at all, Charles. Don't like him at all. He appears to be too nice. Like a cat invited into your home, until it eats your canary." Cupping his hands behind his back, he slowly walked around the room. "But I must admit he has excellent taste." He jumped on the bed and spread out his legs. "Very comfy Charles, this richness suits you."

Charles tiredly sighed, "I need to contact the others, tell them I'm well."

"Oh Charles, enjoy this while you can. I'm sure the others are doing just fine."

Charles saw the creature return, his small head just peeked over the wheelchair he was pushing.

Erik jumped off the bed, "Now this is very interesting looking. What did he call it?"

"Nob," Charles replied.

The creature happily smiled and ran to Charles, looking up at him it earnestly waited for an order.

Charles reached into the creatures mind. At first he found it difficult to read. Concentrating harder he found it wasn't that it was to complicated, but to simple. Gently entering its mind he was shocked to find there really wasn't much to read. It currently had two thoughts in its head. Charles care, and pleasing Nathaniel. The most important thing Charles found was that he was perfectly harmless.

"Now that is a relief," Erik said. "He is very eager to please you though. Looks like a puppy dog waiting for you to tell him to fetch your slippers."

Eyeing Erik to be quiet, Charles cleared his throat, "Do you have any water? My throat feels a bit dry."

The creature immediately ran to a table and poured water from a pitcher into a glass. He rushed back to the bed, the water splashing out of the glass. He grinned up at Charles. Charles saw that all the creature's teeth were sharp as nails. He pushed the glass towards Charles, splashing nearly half of it on the floor.

Taking it, Charles took a sip. The water was cool and refreshing. Drinking what was left in the glass, he returned it to the creature.

"I thank you…" Charles waited for the creature to tell him his name. Instead it took the glass and hurried back to the table. Placing it gently on the table, it rushed back to the bed. Standing in front of him, it just stood there, as if waiting for another command.

Charles smiled gently at the creature. "Can you tell me where I am?"

The creature looked down, he nervously picked at the threads on his shirt. He looked at the chair with clothes and then at Charles. Charles realized that this creature could not speak.

"Maybe it knows how to play charades?" Erik offered.

Charles patiently closed his eyes. Opening them he saw the creature looking sad. It eyed the clothes and chair again. "I see them, thank you for bringing them."

The creature grinned, his mouth spread literally from ear to ear. It ran to the chair and fetched the clothes. He proudly cradled in his arms a shirt and pants. What troubled Charles was it was not his clothes, but something that Nathaniel picked out for him to wear. It looked far more extravagant than he would have ever worn.

He was surprised to find the bed clothes he was dressed in was made of the finest silk. Feeling a soreness in his chest, he opened his shirt. He found a large bandage taped to his side. Gently touching it, he hissed in pain.

He had hoped the attack on his mansion was a dream, and his capture by Neale was a dream turned into a nightmare. The bruises on his body told him different.

He saw a boney finger reach forward. As it touched Charles, it jerked back. The instant it touched him, Charles saw a flash of the creature screaming in pain, then it was gone. Blinking the creature seemed confused.

He moved his mouth, but nothing came out. He pounded his foot on the floor, frustrated with itself. Charles reached into the creatures mind to find what he wanted to say. He found that there was a capacity for language, other wise it wouldn't understand what it was being told to do. Charles touched on that part of its brain, he saw Nathaniel telling the creature to bring Charles down for breakfast.

"I need a little breakfast, what do you think?"

The creature vigorously nodded its head and moved its mouth. But nothing came out. "I'll tell you a little secret," Charles whispered to the creature. "You don't have to talk to me, just think what you want to say, and I'll know."

The creature's toothy smile was back, nodding his head he scrunched up his eyes. Charles laughed, "You don't have to do that, I can easily see into your mind. Just think it."

Charles heard him say, within his mind, "Think it?."

"Yes," Charles cooed, "Much better. Now give me those clothes…" Charles hesitated. "Do you have a name?"

The creature pulled out a medallion that hung on his chest. Charles could see the numbers 955 embossed on the medallion.

"I don't like this," Erik said, he slowly began to walk back. "I don't like this at all, Charles," he growled.

Charles was also concerned. The medallion reminded him of when Nazi's marked their prisoners with numbered badges instead of names. He saw the creature hold the medallion proudly in front of Charles.

"Well, I can't possibly call you that. You are small like a child, and the green clothes you wear reminds me of a wonderful story I used to read as a young boy. I hope you don't mind if I call you, Peter."

The creature's head tilted from left to right in confusion. "Call me Peter?" He thought.

"Fantastic," Charles said. "Peter it is, now I need to get dressed. I'm hungry. Not just for food, but information."

Peter gave Charles the clothes. It patiently waited as Charles dressed. It then brought the chair over and held it for him as he pulled himself into it. Charles hands tightly gripped the wheels. "I believe I can handle it from here, just show me the way."

Peter ran to the door and held it open for Charles. Erik was standing just outside. Exiting the bedroom Charles wheeled himself into a bright hallway. At one end was a tall stain glass window. Erik was standing in front of the window. His hands moved over a depiction of a knight fighting a dragon in the bright colored glass. The sun's rays lit the hallway.

"Exquisite," Erik softly said.

"Here," Charles heard Peter think. Charles noticed that he was not bright, but picked things up fast. Charles followed Peter down the hallway. It opened up to a large foyer. This room was filled with every conceivable blue color. He saw Erik looking up, at a huge chandelier hanging overhead. The floor was made of the most superb light blue marble. Stopping, Charles took in all the opulence that he was surrounded by.

Every thing here was luxurious and extravagant, from the paintings that hung on the walls, to the huge sapphire blue vases that stood on pedestals.

"Here, here," Charles heard Peter say. He saw him standing in a large doorway. He held one of its double doors open. As Charles was about to wheel himself to Peter he heard something.

It was so faint, that it sounded like a tickle in his mind. Placing his fingers on his forehead, he focused on the sound. Latching on to it, he followed it to its source. Then he heard it as clear as if they were standing next to him. Someone was crying. He heard soft sobs, heart-wrenching cries. Charles head swooned, from the intense fear and sadness he felt. But try as he might, he could not contact the person. He didn't even know if they were male or female. He just felt the darkest of emotions filling his mind, flowing into his heart.

The darkness grew stronger. He wanted to break contact, but could not. Whoever he made contact with, latched onto him. The emotions he now felt was hope, fear, anger, sadness. They came at him so fast, there was just too many flooding his mind. It overwhelmed him. He heard a hissing sound now. It grew to a point of being painful. Charles began to fear for his safety, for his well-being. He felt himself falling into a dark hole with no hope of escape, until he felt someone touch his hand, and pull it down.

His vision clearing Charles saw Peter standing in front of him. "You go away," Charles heard Peter say within his mind. "You back." He smiled proudly at Charles.

"The little thing is smarter than you think, Charles," Erik said. He kneeled in front of him, "What happened? You almost lost me there."

Charles shook his head, he was panting, panting hard. He wiped the sweat from his brow. He tried to clear his mind but the gamut of emotions still whirled around in his head. Something, or someone made contact with him, and then attacked him. He would have to be careful the next time he tried to contact them. He would need to set up a barrier, protect himself until he could find out exactly what had happened.


	11. The Tiger reveals its Claws

X-Men: The Winds of Change

By Ldynwaiting

Chapter Eleven

The Tiger Reveals its Claws

"Charles," Erik was squatting in front of him. "Are you all right?"

Charles saw Erik looking very concerned, he had a right to be, he was nearly lost. If not for Peter's touch bringing him back, he felt he would have gone mad. "I'm fine," he breathed. "Just need to catch my breath."

He slowly breathed in, his nose ticked as the most wonderful scent drifting towards him. He smelled eggs, bacon, and sausages, and most importantly, tea. But not just any tea, peppermint tea. Rolling into the room, he found this one to be just as bright as the foyer.

Bay windows lined one wall. A long table sat in the center of the room. The dominate color in this room was peach. Erik was already sitting at the table. Charles moved his chair to the end of a table covered in a peach colored tablecloth. Peach napkins lay next to porcelain plates.

"Dare I say it?" Erik asked.

"Don't," Charles chastised him.

Grinning widely Erik said, "Isn't this room just peachy."

Rolling his eyes, Charles saw platters filled with eggs cooked every way imaginable. High stacks of bacon and ham were piled on the plates. He sighed in relief as he saw a small teapot. Picking it up, he smiled as he smelled peppermint. He quickly poured a cup, taking a sip the storm in his mind finally began to subside. He took a few more sips before starting his breakfast. As he was getting a second cup of tea, Nathaniel walked in.

"I see that you've already started, I hope you found the food to your liking."

Charles nodded his head, "Very," he happily replied.

"Good," Nathaniel cooed. He quickly sat at a chair next to Charles, it happened to be the same chair Erik was sitting in. Charles suppressed a grin as he saw Erik moving out of Nathaniel, throwing him a nasty look. He quickly moved to sit on another chair. Nathaniel began to eat his breakfast. The room was quiet as they consumed their morning meal.

Charles noticed a chess set sitting on a small table next to the bay window. He pointed to it, "Do you play?"

Sinister smiled, "Yes, I love chess. To me life is like a chess game, little and big battles play out every day."

"I've always enjoyed playing, it calms my mind."

"Perhaps we can play a game, before you leave."

"Perhaps," Charles said.

Charles noticed Sinister looking as if he had something weighing on his mind. Finished eating, Sinister sat back in his chair. "I have to confess something to you, Professor. I've been following your career for many years now." Seeing a look of surprise, he quickly added, "But only because I've always been interested in the same field."

"Oh, do you study mutations?"

Nathaniel sat forward, he cupped his hands on the table. "Yes, that and many other things, you see I've always had a cluttered mind. There is so much in there that I need to feed. But my biggest love has always been Charles Darwin's theory on evolution. Environment is a key factor on mutations."

"Yes," Charles said, with a grin. "Nature adapts life to the environment, creating mutations by natural selection."

Erik slumped in his chair. "If I wasn't a figment of your imagination, Charles, I'd be dying of boredom from this scintillating conversation."  
>"Yes," Nathaniel sighed, "as in my mutation."<p>

"Achromatosis?" Charles asked. "I see that you lack any pigment in your skin."

"Yes," Nathaniel closed his eyes in ecstasy, a large grin was set on his face. "You don't know how long I've waited to find someone who has the same fervor for a subject that I hold very dear to my heart. I've searched for many years, but so many just don't understand, just don't have the same passion that I do."

"Darwin was a man that had to endure much ridicule," Charles said. "But he persevered."

"As have I," Nathaniel said. "As have I." He suddenly grew very silent.

"Please change the subject," Erik pleaded. "Or I just may commit figment suicide." Charles felt the time was right now, to start asking questions.

"Can you tell me where I am right now?"

"My home," Nathaniel simply replied.

Charles politely laughed, "Yes, I know that. I just would like to know where exactly home is located? As I said before, I really do need to contact my people, I'm sure they're very worried about me."

Charles saw a small smile curve Nathaniel's pale lips. "Are you not happy here?"

"Perfectly," Charles said. "Your home is opulent to say the least, and I could become very lazy living here. But I need to return to my home. Find what damage was done, and get in contact with my…"

Charles stopped talking, his mind was suddenly flooded with an emotion that he felt many times before. It was a feeling of flight, to flee, run away from here, that he was in danger, the greatest of danger.

Erik jumped out of his chair, "Something is wrong, something is not right here, Charles."

The feeling of danger became stronger, until Charles was having a hard time blocking it out. He felt his heart begin beating faster in his chest.

"Is something wrong, Professor?" Charles faintly heard Nathaniel ask.

"You need to get out of here," Erik shouted. "Out of here fast, it is not safe." Charles slowly began to wheel his chair back. "I...if you don't mind, I'd really like to go now. I appreciate all that you've done, but I need to get back to my friends."

"No, Professor, you don't." Charles felt his chair being held, Nathaniel was tightly gripping it. Leaning over, he stared into Charles face. "You appear to be ill again."

Charles strained on keeping the emotions of fear away, sweat began to pour down his face. He had to find a way to stop it, he screamed inside of his mind, Erik shouted at the same time, 'Stop it, you're hurting me!'

As quickly as it started, it stopped. Charles leaned over in the chair, gasping for breath. He shivered as he felt a hand patting him on the back.

Nathaniel said under his breath. "I underestimated you."

Charles raised his head, "Wha…what did you say?"

"This is not good," Erik said. He stood in front of Charles. "You are being attacked, Charles. This man, he is not what he appears to be."

Charles could feel his heart begin to beat normal. He looked up at Nathaniel, he heard a voice inside of his mind whisper, _"Stay here."_

Charles knitted his eyebrows, fisting his hands, he said, "I am fine, I'll recover quicker once I go home."

"Oh Xavier, and we were getting along so smashingly. You just had to spoil it all."

Nathaniel dug his hand into his pocket. "I must admit, I definitely underestimated you." He pulled out a small device from his pocket. Charles saw him place a thin halo of metal over his head. "For my protection, dear boy," he explained. "I was making one for Neale, before the fool decided to take you for his own."

"And the tiger reveals its claws," Erik said in a deep voice.

"Neale, he worked for you?" Charles was growing angry with this revelation.

"Oh he was just a pawn, in my little game. One of many pawns I've used, though I have to admit. He was the most ardent of my hunters. I think he was well ahead of the others." Charles recalled a memory he stole of Neale telling his daughter that he'd never seen anyone as crazy as that pasty faced, Mister Sinister.

"Sinister," Charles hissed.

"Ah, then you do know my name. Although I do prefer Mister Sinister, Nathaniel Essex was my birth name."

Suddenly the fear Charles felt before flooded his mind. Then he heard it. At first, it was just a small hissing sound. But it was not a hiss, it was the letter S drawn out. It began to grow louder and louder, until it screamed in his mind, 'Sssssinissster, Ssssssinissster!'

Charles struggled to put up a wall in his mind. Sinister shook his head, "I really didn't think they would be able to contact you so soon."

Charles wanted to answer Nathaniel but the pain was to intense. It was so overwhelming Erik's image was lost to him. He pressed his finger tightly to his forehead. Closing his eyes he tried to find the source of his pain. It was below him. Concentrating harder, he searched until he touched it, or them. He felt so many different minds sending him the same message. Warning him of Sinister, but it was too late.

Charles gasped for breath, as their warning was cut off. Opening his eyes, he saw Peter touching his head, _"You hurt?"_ he mentally asked.

"Get away from him, Nob!" Sinister snarled. He slapped Peter, throwing him to the ground.

Erik instantly returned, he was dressed as Magneto, his face was a mask of rage. "I will not tolerate that."

Charles was panting hard, the pain lingered in his mind. It felt almost sore, if that was possible. "What were they?" he struggled to say. "What did I touch?"

"Curious aren't you. But then that's a necessity for many great scientists, or our burden to bear, our curiosity for the unknown."

Sinister kneeled in front of Charles. "Professor Xavier, I did not want our first meeting going this way. I had hoped that we could become great friends. We are equals, you and I. We both are obsessed with mutations." Looking thoughtful, he grabbed Charles hand. "I need you to see something. It's something that I've been working on for so very long. You'll find answers to all your questions there. Please, all I ask is that you look, just a small look."

Smiling sweetly he sung, "You won't be disappointed."

"Don't listen to him," Magneto warned him. "Fight him Charles, you must fight him." Charles had no idea where he was. But he knew that for now, Sinister was in control. Magneto was not by his side, he was not there to help him escape. He was just an anomaly created to help maintain his sanity. He would have to wait for a chance to escape, his only solace was that he was not as immobile as when he was held by Neale.

Charles pulled his hand out of Sinister's grip, "What choice do I have?"

Sinister jumped up, "None what so ever." He kicked Peter who was just getting up off the ground. "You, push him, we're going to the facility."

Peter rushed over to Charles. He gripped the wheelchair and began to push it. Sinister took the lead, his head held high as he led the way. Magneto was glued to Charles side. Charles began searching for any possible way to escape. Those thoughts were quickly gone as Sinister opened the door to the kitchen.

Inside Charles saw a huge man standing on the other side of the door. He was bald and stood at least seven foot tall. Sparsely clothed, he could see his muscular arms were huge. His face was human looking, but his skin was a pale color similar to Sinister's. But his eyes, they were totally different. They were a light gray, almost pearl in color. They glared hungrily at Charles.

"Mister Sinister," the name rolled deep up the creatures throat.

"Centurion, things have changed. You no longer need to hide."

The creature bowed its head, "New orders then?"

Sinister nonchalantly pointed to Charles, "You are to guard him with your life, but your most outstanding order, that will never be rescinded is, never, I mean you are not ever no matter what happens, to touch a hair on Charles Xavier's head, is that understood?"

"Understood," Centurion rumbled.

Sinister smiled at Charles, "He's not much of a talker, but he does have his redeeming qualities." He pointed ahead, "The facility is this way."

Centurion waited for Charles to be pushed past him before he followed them. Charles slowly placed a finger on his forehead, he gently touched the mind of the man behind him, but there was nothing there.

Looking back Charles noticed the creature was wearing the same halo that Sinister wore on his head. Giving up for now, he saw Sinister stopping in front of two large doors. Pushing a button, the doors opened, revealing a large elevator.

"After you," Sinister said with a bow. Peter pushed Charles into the elevator. Sinister and Centurion joined him. The large man just barely fit inside the elevator. Sinister pushed a single button on a panel in the wall. The doors closed and Charles felt them moving down. He had no idea where they were going, but he knew it was exactly where the attack to his mind came from. He had no idea what he was had gotten himself into, he just hoped he had enough strength to fight whatever was down there.


	12. The Facility

X-Men: The Winds of Change

By Ldynwaitin

Chapter Twelve

The Facility

The ride in the elevator was quiet. Sinister smiled down at Charles. It was a prideful smile. "I have waited many years for you to be born, Charles Xavier. Someone that is very close to my own intellect, and a mutant as well."

The elevator stopped, and the doors opened. "Come, there is much to see."

Peter pushed Charles out of the elevator. The walls here were a shiny metal. He saw a heavy door at the end of a short corridor. Sinister pulled out a key from his pocket. "Must keep it locked away, can't have anyone stealing my secrets."

Unlocking the door, he pushed it open. Immediately Charles senses were assaulted. He rocked in the chair as he tried to handle the sensory overload. The door opened to a huge cavern.

He was pushed onto the edge of a platform. Looking over a railing he could see the cavern went down several levels. The odor that permeated the cavern reminded Charles of a zoo. He heard distant screams, and shouts, and hooting, every sound imaginable. He saw cages hung high on the ceiling. Seeing them move, he knew something alive was inside those cages.

Sinister quickly moved to a desk at the center of the platform. He sat down on a luxurious chair behind a large mahogany table. Sitting back, he spread out his arms.

"Welcome Professor, to my Facility."

Charles moved closer to the edge of the platform and searched below. Erik was back, he stared in horror at what he saw. Across the cavern he could see rooms dug deep into the walls. Each one was secured with heavy metal bars. Beyond the bars Charles saw eyes staring back at him.

"Go ahead, take a closer look," Sinister urged him. "Gaze upon my work."

Slowly Charles reached with his mind. He entered the mind of a pitiful looking creature looking back at him from its cell. Its body was covered in pustules. He saw green pus oozing from the bubbles. His mind was filled with pain. Charles saw him rummaging in an alley, searching for food. The next image he saw was the man strapped to a table, Sinister was standing over him. He screamed out in agony as he felt a change come over him. This creature used to be a man, now it was something created by Sinister.

Charles went to the next cage, for he realized that was what they were. He entered the mind of a woman. She was walking down a dark street. She looked into a store window and saw her reflection. She cringed as she saw an ugly woman looking back at her. She softly whispered that she would do anything to be beautiful. Sinister's reflection stood behind her.

He saw a later time in her life, a more recent time. She stood before a mirror, gazing at herself. She was beautiful now, she found it hard to look away. In the mirror she saw a Nob. It was walking towards her. In an instant she spun around, her nails extended out, like a cats. Her mouth cracked open, revealing a sharp row of teeth. She grabbed the Nob. Before she tore into it, Charles backed out.

"Horrible," Charles gasped. "How could she kill so coldly like that?"

Sinister saw him looking at the cell that held a beautiful woman.

"This place is an atrocity," Erik sighed.

Sinister jumped out of his chair. "Not horrible," he corrected Charles. "She's exactly what I was trying to produce. She wanted beauty and I gave it to her. But beauty has its price. I made her into the perfect killer, no remorse, just a need to end any life that gets near her."

"What is this place?" Charles tried to keep his voice controlled. "What are these creatures?" He distantly saw in the next cage something crouched on the floor. Its yellow eyes glared at him. He was afraid to even attempt reading its mind.

"Mutations, Professor, can't you tell?"

Charles slowly shook his head. "These monstrosities are not a creation of nature. They are an abomination."

Sinister jumped out of his chair, and rushed over to Charles. Pulling his hand back, he slapped him across his face. "Be careful what you say." He made a fist. "Centurion may not be able to touch you, but you are not immune to discipline from me."

"Discipline," Charles laughed. "Am I to become one of your caged pets here? To be disciplined to stay in line?"

"No, no!" Sinister ranted. His look was one in turmoil. "It was not supposed to go this way. You were to come down here and be amazed by my work. To praise me for all that I've dedicated my life to."

"And what exactly is that?" Charles demanded.

"Look around you Professor. Everything that you see here, was created by me. Darwin was right. Evolution did change life by selection, and mutations. I just took it a step forward."

Sinister pulled out a small crab from his pocket. He showed Charles the carapace of the crab. He saw what appeared to be the face of a samurai warrior.

Charles knew what he held before him. "The Heike Crab, a creature developed by artificial selection."

Sinister stroked the crab's face. "Yes, I've always loved these little creatures. Today the legend still is told that samurai warrior's spirits live within the crabs. Yet they only exist due to a mutation of one crab that looked a bit like a samurai warrior."

"I know the story," Charles said. "It was thrown back into the sea, the fishermen feared eating a crab that bore the face of a warrior. The crabs existence today is due to the fact that its ancestors frightened the local fishermen."

"Artificial selection," Sinister corrected him. "A crab that grew to look more like a man, because it was spared ending up in a soup pot."

"What possible connection does that have to do with that?" Charles pointed to the woman in the cage.

Sinister lovingly stroked the carapace of the crab. "Mutations are created by nature. Artificial selection is a product of man. I became fascinated with the idea of evolution as a young man in England. But I was born in a time that frowned upon such studies. Poor Charles Darwin fought so hard to publish his theories. It was in 1859 that I decided that I would take Darwin's theory a step forward."

"1859?" Charles shook his head, he couldn't believe what he was hearing, was this man actually that old?

"I was given a gift, a great gift. I took that gift and used it to try and move man forward. In my time I saw the birth of mutants begin to increase. I studied them in that time. My marauders would find them for me. I would examine them, dissect them, try to work out what made them so special. I was pleased to find each one was as different as a snowflake. Once I ascertained their mutation, I soon asked myself, can I create one of my own?"

Laughing madly, he pointed to Peter. "You asked me before what a Nob was. They were my first creations. I chose the name myself - it means 'nobody'. They are my conceptions, no god or nature had a part in them. They were created for a single purpose. To serve me, they do whatever I ask of them. They would gladly die for me. I made them for one simple reason. To assist me in creating more advanced creatures, mutated creatures that are fated to take over this world."

"My studies went from days, to decades. Yet in all that time, I never once found anyone that had as much love for mutants as I did. A scientist's life is a lonely one."

Sinister almost looked lost, he droned in an emotionless voice, "A Scientific man ought to have no wishes, no affections, a mere heart of stone."

"Darwin said that," Charles said. "But that was because no one would listen to his theories. He felt alone, he rationalized his exile by thinking he had to fight his cause alone."

"Alone," Mister Sinister wailed. "I became as exiled from humanity as he was by the scholars of his age. I wanted to create life, a new life. The next step in evolution will be a mutant species fabricated with the Mister Sinister stamp."

"Ask him, Charles," Magneto said. "Ask him what he really wants with you. I've seen men like him before. They spout their lies about how right they are, and how wrong everyone else is. I grew up with men like him, torturing, killing anyone who opposes them. I've seen that look before, Charles. Ask him, what does he really want with you."

Charles rolled the Wheelchair up to Sinister. "From one scientist to another, tell me the truth, why am I here?"

Sinister's eyes were rimmed in red, Charles saw a madness in them. It was the same look he saw for a split second when he was rescued from Neale. "Why am I here?' Charles asked again.

"Stubborn human gene," Sinister mumbled. "But I had to use them. But their will turned out to be to strong, they just wouldn't listen to me, only Centurion, only he." He looked up at the giant man. "Only you have been loyal to me, my dear friend."

"You have treated me well," Centurion's deep voice rumbled. He bowed his head. "I would give my life for you."

A small smile curved Sinister's lips. He turned and looked at Charles. "I created an army of mutants, but had no way of controlling them."

"Charles, I know why you're here," Erik said. "Every army needs a general to lead them in battle, don't they."

"A general?" Charles said.

"Yes, precisely," Sinister nearly jumped on Charles. "Then you do understand. I need a general to lead my army. Wars are lost because the soldiers do not follow their orders explicitly. But you, oh your gift, your wonderful fantastic gift. You could use it to make them listen to my orders. They would follow my every command without question."

"A puppet master, pulling the strings," Charles said in revelation. "That's what you wanted me for, to be your puppet master."

"Yes, Charles," Erik said, "And whoever controls the puppet master, controls the army."

Charles gripped the arm rests, holding himself higher in the chair. "I would rather die than control your monstrous army."

"I knew you would say that," Sinister madly sung. "In fact I hoped you would. I look forward to our future sessions." He grabbed something that was sitting on his table, Charles instantly recognized it, it was Azazel's tail.

"As I said before, I've been experimenting with mutant's for many years now. This one was just recently added to my collection. I've always wanted a transporter. You are outmatched Professor, I've been planning this day for over a hundred years. In the end, you will do as I say, you will be controlling my army of mutants and I will be controlling you. Together we will mold the human race in my image. Mutants will no longer have to hide in the shadows like rats. It will be the humans."

"And in the end, I will create a world that Darwin would be proud of. A world filled with the most exquisite mutants I could create."

He threw Azazel's tail on the table. "I have a place ready for you. Its been waiting over thirty years for your arrival. The day I met a brilliant scientist named, Brian Xavier."

Seeing the look of shock on his face, Sinister's eyes turned darker. "Yes, your father. You had no idea that he knew about your power, did you?"

"He never…" Charles began to say.

"Let's just say, your gift is not unique. I've dabbled a bit in controlling ones mind. But nothing close to your level. I've been waiting for you to mature, to ripen through the years. I've always kept a close tab on you."

"Why not create your own, why do you need me?" Charles countered.

"I can create a mutant, I can show them to walk, but cannot make them run. You are a product of your environment. I cannot duplicate the years and experience of life that made you what you are today. There is no one living equal to your level, well at least no one as close," he said with a smile. "I will begin our sessions later. For now, rest Professor, there is much we have to do."

Charles tried to throw himself out of the wheelchair towards Sinister. Centurion wrapped his arms around him and pulled him back. Sinister calmly walked up to Charles as he struggled to be released from Centurion's tight grip.

"I hope when I am done, some of that spark remains. Take him away Centurion, I am anxious to hear how my Marauders are doing at Neale's place." Sinister's eyes twisted in malice when he saw Charles face turn ashen. "Oh, didn't I tell you. I left a few of my mutants at the steel mill. I was told that your people were on their way there to rescue you."

"I will kill you," Charles angrily spat out. "I will enter your mind and destroy you!"

Sinister sat back down in his chair. He tiredly yawned. "Yes, yes, keep thinking that." He picked up Azazel's tail. "I look forward to receiving your friends remains. I'm curious about this Beast. I do not get many mutants with fur. Now go Centurion, take him to his cell."

"Yes, Mister Sinister."

The Centurion wrapped his arms around Charles and picked him up. He carried him down a large ramp.

"You'll never break me," Charles shouted. "I will fight you to my last breath!"

Peter quickly grabbed the wheelchair and followed them. Centurion carried Charles down several levels. He did not stop until he was at the very bottom of the cavern. The air here was cool and damp. He passed by a large room. Though the doors windows Charles saw operating tables, and empty cages covered in blood. He was carried past a cell that held someone familiar. He saw Neale lying on the floor unconscious, but there was no sign of Benny.

Coming to a white door, Centurion pushed it open. Charles was taken into a large room. He actually had to blink, it looked similar to the one Neale held him in. In the back of the room was a cage. But the bar's on this one was transparent.

The door to it was wide open, Centurion threw Charles inside the cell. He rolled on the ground and stopped where Magneto was standing. Magneto's face was a mask of rage. Charles sadly hung his head, it was just an image, an image created and seen only by him. There would be no miraculous rescue, just a crazy man talking to himself.

Peter pushed the chair inside the cage. He ran to Charles and began helping him get into the chair.

"Out," Centurion barked.

Peter ignored him and continued to help Charles up. Glaring at Peter, Centurion slammed the door shut and locked it. He stomped away, without a glance back.

"_I help,"_ Peter thought, as he helped Charles get into the chair. Charles gently smiled at Peter. "Why did you stay with me?'

Peter's eyes lit up, _"You talk to me,"_ he simply replied. _"Not at me, to me. Gave me name."_ Giving him a toothy smile he shyly said, _"I like, Peter."_

He looked at Charles just as Erik had said earlier, like a puppy dog, waiting for his masters approval. Charles took Peters hand. "I thank you, Peter. If I get out of here, I swear I will take you with me."

Peter smiled, he was happy he pleased Charles. In all the months he was alive, he was never treated so kindly. He would stay with Charles as long as Mister Sinister allowed. It was after all his life now, to protect the Professor.


	13. The Steel Mill

X-Men: The Winds of Change

By Ldynwaitin

Chapter Thirteen

The Steel Mill

Beast cringed as a bolt of lightening streaked and crackled across the skies above. He was standing at the top of a hill. Below him lay the abandoned steel mill that Nelson said they would find the Professor. Above them the skies seemed to be at war. He could feel vibrations from the loud thunder that filled the air. A heavy rain poured down on him. He had to shake his water soaked body. It was proving difficult to see the steel mill through the rainfall.

"I checked the radio," Beast shouted to be heard above the storm. "They said this is going to go on for most of the night. You still want to go down there?"

Magneto stood by Beast's side. He looked up, concerned with the swirling skies. Lightening streaked across the horizon. Visibility was only a few feet. "If it is hard for us to see, they will be fighting under the same difficulty."

Beast spoke softly to Magneto, "Professor Xavier told me about your weakness, lightening. He said it messes with your magnetic power."

Magneto stared through the raindrops. Charles was down there. Even though they had their differences, he was still someone that he called friend. He knew if it was him down there, Charles would never hesitate to save him.

Magneto smiled at Beast. "I've always liked a challenge."

"In other words, it's a go," Beast said.

"Yes." Magneto turned and headed back to the cars. The others were waiting for them. They all looked miserable, soaked by the rains.

Magneto shouted, "Frost, how many down there?"

Frost stared ahead, "I can read seven minds."

"Is one of them Charles?" Magneto hopefully asked.

Frost shook her head. "I can't tell, he may be unconscious."

Magneto fisted his hands in anger. "We go now."

Beast opened the trunk of his car, and pulled out Alessia. He worked on the back, pushing a button she came to life. "She'll follow us down there." He informed his companions. "Charles is going to need her once we rescue him."

Magneto glared at the wheelchair. It was a cold reminder of that fateful day. He wanted to crush it, turn it into a ball of twisted metal. But doing so would not give Charles back his legs.

"Seven," Havok said. "It should be easy."

"It's not going to be so easy," Nelson angrily spat out. He was standing next to Cyclops. "My father isn't a fool. He has the place set up to keep things like you out of there."

Magneto's hand shot out, it tightly gripped Nelson by his neck. He actually lifted him off the ground. "You, little man, better pray that we find Charles alive and well. For if we don't?" He stared deep into Nelson's eyes. "I've seen men tortured to the brink of death. Torture so horrendously, that they would tear their own eyes out to end their pain."

Bringing Nelson closer he said in a deadly whisper, "That is child's play, compared to what I will do to you." He threw Nelson on the ground. Nelson gasped, he drew in deep life giving breaths. "We go now. He comes with. If there are traps set for mutants, let them be triggered by him."

Mystique dragged Nelson up and shoved him forward. "After you," she told him. Shaking the mud off his face, he began to walk towards the steel mill. Magneto followed them. Frost, Angel and Riptide was close behind.

Beast, Banshee, Havok and Cyclops remained in the rear. Alessia hummed behind them as she shadowed them.

"I don't like this," Banshee hissed. "He's like an atom bomb waiting to go off."

"You know only the Professor could control him," Havok said.

"As much as I hate to say it, we need him," Beast said. "Plus he has the same agenda, rescuing the Professor. Don't worry guys, we're going to find the Professor."

Cyclops silently walked through the torrential rains. He was the only one here that did not know the history of the Professor and Magneto. From what he had heard, he guessed that at one time they were very close friends, but they had some kind of falling out. Beast and the others really didn't like talking about it.

All he knew was that the short time he spent with the Professor, he began to admire him. He was a good-hearted man. He took him in and gave him a home, and a purpose. He wasn't sure what they were going into, but he would face whatever was thrown at him, to save the man that united two groups that could not be any more opposite. A man like that was very special, very rare. And Cyclops would do whatever it took to get him safely back home.

After walking twenty minutes they came upon was an overgrown parking lot. The heavy rains flowed into the large cracks in the concrete. They saw two large army trucks parked on the lot. They quickly examined them and found them to be empty. On the far side was a heavy chain link fence. As Magneto ran to the fence, he held his hand out, focusing on the metal chains. At first they began to snap, until there was a lighting strike above. The chains immediately fell, the electricity that cracked in the air interrupted Magneto's power

"I'll get it," Cyclops shouted. Pressing the button on his visor, he opened up the lens. He aimed the beam from his eyes on the fence. He moved his head and burned a circle in the linked fence. A large section of the fence fell to the ground, leaving a hole large enough for all of them to pass through.

Magneto didn't hesitate, he ran through the hole towards the steel mill. Mystique kept Nelson close to her side. Beast stopped at the hole. Ahead the terrain was strewn with abandoned rail cars, and large debris. Alessia would not be able to follow them. He set her near the hole Cyclops created in the fence. Ordering her to stay, he hurried to catch up with his friends.

They ran towards what appeared to be a docking bay for railway cars. Rusty tracks ran from the bay out past the fence. Beast guessed this had to be where they shipped in the raw steel. They all ran under a rusted roof that hung over the dock.

"Frost," Magneto panted. "Where are they?"

Focusing inside the steel mill her eyes seemed to glass over. "There is one hidden deep inside, two to the west, two east, and two south of our location."

"One is alone?" Magneto requested.

Frost slowly nodded her head, "Yes, he's alone."

"He has to be with Charles. Excellent, can you control him?" Magneto said.

Frost laughed, "You're asking the wrong person, I was never able to do that."

"Useless," Magneto cursed.

Frost quickly turned into her diamond form, "Can he do this?" she demanded. She was tired of being compared to the great, Charles Xavier.

Magneto completely ignored her. "The human comes with me," he murmured. "I want him with me from now on. Mystique, you'll come with me as well as Frost. We'll be going after Charles. Angel, and Riptide will take the two west of us, Beast and the others can handle the one's east and south."

"Wait," Beast protested, "I wanted to go with you to find the Professor."

"No arguments," Magneto angrily shot back. "We need to make sure all of them are taken care of. We don't know what we're going into. And remember, I want them all to pay for what they have done."

Beast wanted to debate it longer, but Magneto didn't give him the chance. He grabbed Nelson and ran towards the dock's doors. Mystique and Frost was close at his heels. Beast angrily growled, he slashed his claws across the metal walls. Sparks flew into the damp air.

"Just listen to him, Hank," Angel told him. "Since I've been with him, he's never steered us wrong." Without another word, she ran towards the front of the building, with Riptide close to her side.

"Beast, what do you want to do?" Havok asked him.

"Didn't you hear, we got our orders. I'll be taking the south side with you. Banshee, Cyclops take the east side." Turning around, he headed towards the back.

"Always liked Chinese food," Banshee said, with a wink.

"That's a lot farther east," Cyclops said, with a roll of his eyes. He was about to head towards the east side when he hesitated - he suddenly had a bad feeling. Looking up at the steel mill he could swear he saw several shadows moving past broken windows. He wasn't sure, but something just did not feel right.

Magneto crumpled a large metal door that led into the building. He quietly moved it out of the way. He pushed Nelson inside first. Keeping him in front, he slowly began to walk into the building. Frost and Mystique joined him.

"Where?" he rasped to Frost.

Her head slowly turned, as if scanning the building. She stopped and pointed to the right. "That way."

They ran past piled up wooden skids, and rotted cardboard boxes. Pushing through swinging doors they found themselves standing in the forge room. It was gigantic, It was here that the steel was made. Giant steel vats lay on their sides. Lumps of forged steel clung to the sides of the vats. On one side was where the giant forging fires used to burn. The metal around the room practically vibrated once Magneto entered.

Feeling rainfall on their heads, they looked up. They saw the roof had rusted away long ago. Rain was dripping and pouring into the room. The metal left in the room was a bright orange color, infected with rust for years now.

Magneto had a firm grip on Nelson's arm. He made sure to keep him ahead. He shook the hunter, "Which way?"

Nelson searched into the darkness. "We have to get past those vats. If he is here, he should be in a small room in the back."

Quietly they moved towards the giant cast iron vats. They splashed through large puddles of water. Mystique wondered if they could get any more soaked.

"I want you to give me updates on the others," Magneto whispered to Frost.

Tiredly sighing, she squinted her eyes, "Angel said they're just getting into the building." Looking the other way she said, "That hairy beast is just now reaching the south side. And the other two are…" Frost seemed to hesitate, squinting her eyes she quickly said, "They're in position."

Mystique didn't like what she said about Beast but knew now was not the best time to confront her. That would be for later.

Walking past a large vat Mystique saw something running into the shadows. "Over there," she hissed to Magneto. Grabbing Nelson by the chest, Magneto pulled him behind the vat, Frost and Mystique rushed to stand by his side.

Frost's eyes grew distant, she pointed to a dark corner to the right. "I can feel him over there. Just the one is in here."

Lightening distantly flashed, as its light dimly lit the sky overhead Mystique saw the shadow of a man running to the left. To her surprise she saw another right behind him. But she heard Frost say there was only one, this made three.

Something was wrong, then Mystique heard a soft twinkling. Looking down, she saw an object on Frost's wrist. Fear began to rise in her throat, as she it looked very familiar. It was something that she never thought she would see again.

"How many of them are in here?" Mystique asked her.

"There's just the one, but he's gone now. We can make our way towards the back, we can go now." Magneto was about to start walking away from the vat when Mystique held him back.

What Mystique had seen hanging from Emma's wrist was the bracelet she found in the mutant's apartment. It was identical, right down to the star sapphire. It was then that she realized she had to be in that room before them.

"Nice bracelet, Emma. Where did you get it?"

"What?" she briskly replied. "We don't have time for this. We need to get out of this room before they realize we're here."

Mystique held her wrist up. On it was an identical bracelet.

Frost squinted her eyes, but Mystique didn't give her time to read her. She screamed and threw a punch. She howled in pain as her fist landed on diamond. Frost changed in time to stop the punch.

"What the hell are you doing?" Magneto demanded.

"Magneto, we can't trust her," Mystique hissed. "She's wearing the bracelet we found in the mutant's house. How did she get it unless she was there too."

Magneto's eyes turned dark, "How did you come by that bracelet?"

Before Magneto could act Frost quickly ran around the giant vat and into the darkness. She shouted a warning, "Before this night is done you will know why I was Shaw's most trusted confidant."


	14. The White Queen

X-Men: The Winds of Change

By Ldynwaitin

Chapter Fourteen

The White Queen

Magneto was livid, he had no idea what Frost had done. But she had to have been in the apartment to get that bracelet. If she was there, then she must know who was taking the mutants, and why.

"Enough of hiding like mice," Magneto declared. "I do not fear her or anyone hiding in the darkness, cowardly waiting to ambush us."

Boldly standing up, he brought his hand up. The room was filled with metal objects. Ready to be used as weapons by Magneto. Small metal pieces flew into the air. They swirled in front of Magneto as he walked past the giant vats. "You will show yourselves to me, now," Magneto loudly demanded.

His reply was a whistling in the air, then he felt several stings in his side. Losing concentration, he squatted down, grasping his side. He looked down and saw several giant quills sticking out of his side.

Raising his hand, he willed the metal pieces to protectively encircle him. But the damage had already been done. He stumbled back behind the metal vats. His metal shield fell as he moved behind the giant vat. He was actually shocked to see Beast, Banshee, Cyclops and Havok had joined them.

"You all right?" Beast asked him. He tried to tend to his wound.

"How did you…?" he panted.

"You can thank Cyclops," Beast told him. He used his claws to tear Magneto's shirt open, he hissed as he saw giant quills sticking out of his side.

"I saw several figures in the windows," Cyclops explained. "The red quartz allows me to see better in the dark. There were a lot more bad guys than Frost said, so I figured that this had to be a trap. I got Beast and we came here to tell you."

"Look out!" Havoc shouted. He released a plasma blast, several quills flying towards them were burned away, but four managed to fly over the blast, they clattered on the wall of the vat just above their heads, falling at their feet.

Beast picked up a quill and examined it. He saw the end was barbed like an arrow. It was going to be difficult getting them out of Magneto. "They had to know you were coming." He showed Magneto the quill. "You can't stop these."

Magneto angrily shook his head, the list of Frost's betrayals seemed to be growing. He hissed as the quills began to sting, he could swear he felt them dig in a bit deeper. "You have to get them out," he groaned. "I can't concentrate on my power."

Mystique immediately squatted down, gripping a quill she jerked it out. Magneto screamed as the barb in the quill tore flesh as it was yanked out. Mystique cringed and backed off. Magneto took her hand and placed it on another quill. "They need to come out."

She pulled the last three out, but she could not stop the bleeding. She looked to Beast for help, but it was Cyclops who offered a way to stop the bleeding.

"I can use my power to cauterize the wound. The Professor has been training me to pinpoint my ray. Do you trust me?"

Magneto nodded his head, "If Charles trained you, then I do."

Mystique moved to the side. Cyclops kneeled in front of Magneto. Alex and Banshee stood in front of them, keeping an eye out for any more attacks.

Breathing in hard, Cyclops tried to recall what the Professor had told him. He said he needed to clear his mind of any distractions. He had to concentrate on his objective.

Focusing on each wound, he used his eye beam to stop the bleeding. After he burned the fourth wound Magneto slowly stood up, and searched into the darkness of the Steel mill. "If they were ready for me, it makes me wonder what other defenses they have against our powers."

Beast received an answer when he heard a high-pitched whistle. He covered his ears, trying to block out the sound. It was so painful he sat down on the ground.

"Beast, what's wrong?" Alex said.

"Can't you hear that?" he grunted.

"No we don't," Cyclops said. He stood in front of Beast, his finger poised over the button that opened his visor. "They must be using high frequency sound, only you can hear it, Beast."

Beast tried to smash his hands over his ears, the pain was excruciating.

Everyone jumped when the heard a loud crashing to the right. It was coming from the west side of the building. It was where Angel and Riptide went to investigate. Through the opening of a giant bay door they saw a tornado whirling through the large room. They all covered their eyes when a yellow beam shot out and hit the ceiling. A large metal support fell into the tornado. As soon as it hit the tornado it began to multiply until the tornado was overpowered by the weight the metal supports. The tornado quickly died down, duplicated metal supports flew around the room. Clattering and shattering things, the sound of someone screaming echoed in the abandoned mill.

"This is getting out of control," Magneto said. He searched for a way out. "Nelson, where do we go?"

Nelson grinned at him, "They're not after me."

"Really?" Magneto said. "Then if we throw you out there, you won't be harmed."

He focused on the metal clippings and buckles that he wore. Nelson felt like something was dragging him away from the safety of the steel vat. "No!" Nelson shouted. He fell to the ground and tried to claw his way back to where Beast was sitting. He was actually crying, "Don't, please don't," he sobbed. "They'll kill me."

Magneto released him, he crawled back to Beast crying and sniffling.

"Coward," Mystique snarled. "You talk big, but when the time comes for you to act like a man, you hide like the child that you are."

Beast roared and fell on the ground, the high pitch sound grew louder, it felt as if it was piercing his eardrums. A crack was heard above, the entire steel mill was lit up from a bolt of lightening. Everyone looked in shock, as they saw hooded men hidden everywhere. Before the light went out, Magneto counted at least twenty.

"We need to strike, before they do" Magneto said. He brought his hand up, pointing it to the giant steel vat he tried to move it, but it did not budge.

"The lightening," Beast groaned. "Need to let the ions disperse before you can use your power."

For the moment, Magneto's power was useless. Banshee and Havok searched the area, looking for anything they could use to protect themselves. Cyclops tried to help Beast stand.

He dropped him on the floor and clutched his head as a searing pain tore though his mind. It left as quickly as it was there, then he heard Banshee cry out in pain, then Havok.

Magneto knew exactly what was happening. "Show yourself, Frost," he shouted. She was attacking them mentally. Only the helmet he wore protected Magneto from her assaults.

"We're getting out of here," Cyclops shouted. "Havok, Banshee help me move that vat."

The three stood shoulder to shoulder. Cyclops looked at the giant cast iron vat, he would try to focus as wide a beam as possible at it.

"Now!" Cyclops shouted.

He opened his visor, his eye beam slammed into the side of the vat. It hit at the same time as a plasma beam from Havok, and a released sonic scream from Banshee. Slamming into the vat at the same time they drove it towards the back of the Steel mill.

It rolled at the outskirts of the giant room. Crashing into steel bridges and catwalks, they all could hear sounds of screaming as the giant vat rumbled around the mill.

"Now, while they are distracted," Magneto shouted. He ran in the direction the vat rolled.

Cyclops and Havok grabbed Beast and helped him up, he groaned as the pain of the whistle did not cease. Banshee noticed that Nelson was not with them. They headed towards the back of the forge room. Giant doors led to a long corridor. On one side were many dock doors. Nearly half of them were rotted, exposing them to the outside. As he ran, Magneto lifted several of the fallen doors up into the air, forming a floating shield behind them.

Banshee stayed at the rear of the group. He scanned the area. Above them was clouds and rain. It was just as wet in here as it was outside. He jerked when he heard something right of him. Focusing into a dark corner he saw something yellow fly at him. It hit him on his mouth. Immediately it hardened, he grabbed at it, tried to pull it off. But it proved to be impossible, the stuff was like glue.

No one had noticed what happened to him. Banshee's cries for help were muffled. He backed off as a hooded man quietly walked out of the shadows, he aimed his hand towards Banshee's face, the liquid oozed out of his hand. If his nose was blocked off, Banshee knew he would suffocate. He tried to fend off the attack by grabbing a broken board lying on the floor. He held it up in time to block a stream of the glue aimed at his head. He grunted as the board was pulled from his hands.

The glue was still attached to his assailants hand. Releasing it, he quickly brought his hand up to launch another volley. Banshee searched desperately for something to help him, but he slipped in the mud. Falling on his back, he saw the hand raised, the fingers clenched, then the man screamed in agony, a red beam sliced right through him, cutting him in half. Cyclops stopped pressing the button on his visor. Seconds earlier he noticed Banshee was missing, looking back, he saw Banshee being attacked. He immediately opened his visor and aimed his beam at the man attacking Banshee. He watched in horror as he cut the man in half. He didn't want to kill him, just stop him.

"I told you to be quiet," Magneto scolded Scott, until he saw a hooded man cut in two. Banshee was lying in the mud with a yellow liquid spread across his mouth.

They all ran to help Banshee. He was scratching and clawing at the glue, but it just would not budge. He was muzzled, his power taken away from him.

"She was ready for all of us," Mystique snarled. "That bitch." They all knew she was talking about Frost. She must have told the men attacking them all of their weaknesses.

"Let's have a look at them," Beast grunted. He was still in pain, but he was able to resist the torture better now. Pulling off the hood he growled in disgust. The face he saw under the hood was human, but its skin was very pale, almost ivory in color. His dead eyes stared up at him, they were as pale in color as his skin. He saw a yellow liquid oozing out of the man's hand.

Magneto glared down at him. "At least we know they can be killed."

"Down there," Havok said. His hand pointed down the corridor.

At the end they could see ten men dressed in black, just standing there. As if waiting for something.

"And there," Mystique said. Behind them stood ten more men, all standing in the darkness. Then they saw Frost walk calmly in front of the group of men. She was in her diamond form. Her crystals sparkled in the darkness. She stopped at the center of the hooded men. Each man pulled off their hoods, they were identical to the man that Cyclops cut in half. Their pale eyes glowed in the darkness.

Magneto stood in the center of the corridor. "You are going to pay for your betrayal, Frost."

Frost madly laughed. "Betrayal?" she shouted. "That would implicate I was actually a part of your little group."

"My ideals were the same as Shaw," Magneto countered.

"You were not worthy enough to even lick his boots," Frost coldly replied. Havok screamed and clutched his head. She coldly smiled as she pulled back from Havok's mind. "I was a queen in his eyes. I was to rule by his side. I was exquisite, special. I've never heard one word of praise from you for what I've done."

Cyclops now grunted in pain, he shook his head, fighting to drive out the pain. Frost took a step forward. "When I was told you killed him I realized the magic was gone. The man that made me feel special was ripped away from me."

Banshee fell to the ground, his muffled cries filled the empty corridor. Frost slowly shook her head. "No more will I be at your beck and call, Magneto." She now attacked Mystique. The color of her body fluctuated from her natural blue to dark red. "You thought I was just a tool to be used. A replacement for the great and powerful, Charles Xavier Who do you think helped Shaw with his plans? It was me! I was not just a pretty face. He knew it, and he loved me for it. What did I get from you? Do as I say, there's a good doggie.'

She slowly scanned her head. Everyone cried out as she touched each of their minds. A flash of stabbing pain was to sent them. "I was Shaw's confidant, his lov…" she choked. Her eyes angrily flashed as she continued. "I was going to rule this world by his side, his White Queen. But with you it was different. You saw us all as equals. I was nothing in your world, you looked at me with the same eyes as the others. I wanted to feel special again, because I am!"

She spat angrily on the ground, "But no more. Several months ago I was contacted by someone extraordinary. He was powerful, and brilliant, and most importantly. He told me just how exquisite and exceptional I was. I felt special again. He depended on me to help him in his plans."

"What did you do?" Magneto snarled.

She held her arm up, the bracelet dangled as she shook her hand. "Pretty isn't it. I think it was a shame to kill that one. He could have been so useful." She fisted her hand and slammed it against her thigh. "Yes Magneto, I was the one helping the hunters. I told them the weaknesses of each mutant they hunted. It was me that gave them the location of the only mutant that would be able to stop me and my new benefactor."

She took a final step forward. Her eyes smiled as she proudly declared, "I was the one that told them where to find that useless cripple. It was all me, Magneto. See me with different eyes now. I am not someone to fill a gap. I am Emma Frost, the White Queen. And most importantly, I will make you pay for taking the life of the man I loved. Marauders, kill them, kill them all!"

One of the Marauders stepped forward. Holding his arms out he raised them above his head. Lightening bolts jumped from hand to hand. He raised his hands higher. The lightening flew from his hands and above Magneto's head. Charging the very air around him, he could already feel his power weakening.

Two more mutant soldiers stepped up. One of them squatted on the ground. His face changed, it grew longer, his mouth split yet his eyes remained the same. They were pale and unfeeling. His hands fused until they were claw shaped. Behind him a long tail grew out. It looked like a stinger from a scorpion. Its tip swung above the creatures head. It lunged forward, a glowing liquid shot out, Magneto weakly moved a piece of a metal door to shield them. The liquid hit the door, instantly the metal began to disintegrate.

"Acid," Beast shouted. "He's got acid coming out of that stinger."

The other Marauder touched his hand to the ground. The heavy rains saturated the ground, turning it into mud. The thick mud began to move and undulate. The creature shoved his hand forward. A large block of mud grew and flowed towards them.

"Get out of the way!" Havok shouted.

Havok grabbed Banshee and dragged him to the side. Magneto, and Mystique jumped the other way. But Cyclops remained rooted where he was standing. He opened his visor and stared at the flowing mud. He tried to make his beam as hot as possible. Once it hit the mud it sizzled. He instantly baked the mud, stopping it before it harmed his companions.

Havok ran to Cyclops side. He released his most powerful plasma beam. It shattered the baked mud and flew down the corridor, slamming into several of the Marauders. Frost lunged to the side, just escaping being hit by the blast. Laying on her side, she focused on Havok.

He grabbed his head, the pain he felt was so powerful, he wanted to tear his skin off. He fell to the ground, rolling and moaning.

"We got to get out of here," Beast panted. "We need to get to cover."

Magneto began to move as many fallen doors in the corridor as possible. They were dragged and pulled on the ground. He piled them up to shield them, he struggled to move them as the man that produced electricity increased his flow.

Cyclops blasted an opening in one of the walls leading back into the steel mill. "Everyone, in here," he shouted. Magneto struggled to keep his shield up, as they all ran back into the steel mill. Once everyone was inside, Magneto made his way towards the hole. He could see holes forming as the scorpion creature spat acid on his shield.

Once he passed through the door, Magneto pulled his shield against the hole. Cyclops used his power to weld the doors to the opening he made. But it would not hold long. They quickly ran deeper into the steel mill.

They could hear Frost madly singing into their minds, "You can never hide from me, never."

She wanted to scare them, separate them. Alone they would have made easy prey for the Marauders. But she received the opposite. Threatening them brought them together. United they became a unified group that now stood a chance of defeating whatever threats she threw at them.


	15. Letting the Genie out of the Bottle

X-Men: The Winds of Change

By Ldynwaitin

Chapter Fifteen

Letting the Genie out of the Bottle

They were running scared, but at least they were together. Beast grabbed something from the tables as they ran. Passing through a large room filled with cast metal dies, Mystique screamed. She grabbed one of the tables in the room and held on for dear life. Half of her legs were pulled under ground. Beast and Havok grabbed her arms and tried to pull her out. They found something clutching her legs. The creature snarled and plunged back into the ground.

They could see a mound of dirt move through the room. Magneto held his hands up, he threw metal dies, anything that was sharp into the ground. They plunged into the dirt, but the creature was quick. It managed to stay out of the way of the objects. It moved towards a shelf filled with rusted dies. One of the legs of the shelf began to sink into the ground, tilting the rack until it began to fall. The metal dies slid out of the rack, everyone was forced to run towards a corner of the room to avoid being hit.

"No, over here," they heard Nelson shout. He was standing in a small doorway. He was motioning them to come his way. They ran towards him, it was trust him, or be boxed inside the room. They safely reached the door, slamming it hard Magneto moved heavy tables to block the entrance.

"Why, help us?" Beast panted.

"She betrayed my family too," Nelson said. It was then that Benny stepped out of the shadows. Her clothes were bloody, but she was alive.

Benny pulled out a large knife, "They took my father, I want that bitch's heart."

"We need to find a place we can make a stand," Magneto said.

Benny tightly gripped the knifes' handle, "Follow me."

She led them under catwalks, and through cluttered rooms until they reached the back of the steel mill. This area was rebuilt to house the hunters. She brought them to a large room. It was filled with different types of weapons. Hanging on the walls were guns of every type. Nelson immediately began going through the weapons. Taking guns, and whatever he could carry.

Benny held a walkie-talkie in her hands. "I got its twin sitting ten feet from the entrance to our hideout. We'll be able to hear if something is coming," she explained. Turning up the volume, they could only hear the sound of rain falling.

"We need to get this stuff off of Banshee," Havok declared. Examining it he found it had turned rock hard. He really had no idea how to get it off.

"Try using this," Beast said. He threw something to Havok. It was a metal chisel and hammer. He stared at Banshee, he was really unsure where to start. "Is your mouth open?"

Banshee nodded his head. "Show me where."

Banshee pointed his finger in the center of the hardened glue, Havok placed the chisel where he was pointing. He gingerly hit the hammer on the chisel. He was shocked to find it began to crack like a crystal. He backed off as the glue shattered and fell off Banshee's face.

"Thank you!" Banshee gasped. He opened his mouth, and rocked his jaw.

Havok slyly grinned, "I'm surprised your alive. I didn't think you could go that long without talking."

Beast noticed a monitor. Turning it on he immediately began checking out the different camera's it was hooked up to.

"I didn't know it was still working," Benny said. "We have camera's all over the place."

As Beast switched camera locations they were able to see the position of some of the Marauders. They saw a man covered in quills, the one that attacked Magneto. As Beast switched through the camera's it suddenly showed something that made everyone in the room draw their breath.

They saw the Professor, hung up in a metal cage.  
>"Is he here?" Magneto growled.<p>

"That's a recording, he's gone," Benny cried, as she tried to pull Beast away from the monitor, but he stood his ground. His lips drew back in a snarl as he saw Neale whipping the Professor on his back. He turned up the volume.

"I will break you," Neale shouted. "And when I do, I will sell you to the highest bidder.

He mercilessly whipped Charles, until they heard Benny shout, "We've been breached, father. They've broken in." Neale fled the room, they watched in horror as they saw Charles hanging in the chains. Beast sped up the tape, he stopped when he saw several men enter the room. Releasing the chains they carried Charles out of the cell.

Once the recording was done, the room was filled with silence. The only sound was heavy breathing, that came from Magneto.

"You whipped him," Magneto said, his voice thick with emotions. "Like a dog."

He turned and gave a look at Benny that frightened her to her very core. "You were going to sell him, like some caged animal!" Every bit of metal in the room began to shake and vibrate. As his anger grew, Magneto's power grew stronger as well.

Seeing Charles beaten brought back unspeakable memories of his time with Shaw. He saw men beaten and tortured to death. He swore that he would not allow it to happen again. Yet he saw it happing to Charles, his friend. He warned him, told him that the society that he loved so much did not look at him the same way. He was so stubborn, he just wouldn't listen to him. As his anger grew the walls in the room actually began to bow.

"I told you, he's like an atom bomb ready to explode," Banshee said.

Everyone froze when they heard a hissing coming from the walkie-talkie, then a smashing sound. It had to be the entrance door to the hideout. Cyclops made sure the door to the room they were in was secure. "What do we do?" he asked.

The metal in the room vibrated stronger, as Magneto's anger increased. "Wait, that's it, we can use this," Beast said. "Time to let the genie out of the bottle, Magneto, you're strongest when you're angry. Use the anger you're feeling now to bring this place down on their heads."

Magneto knew Beast was right, it was their only way of defeating Frost and her army of mutants. He held one thought in his mind, to punish the man that whipped Charles. Closing his eyes, he replayed the whipping he just witnessed. He saw the pain in Charles eyes as the whip fell on his back. Soon he began to remember the pain. The pain inflicted by Shaw. Opening his eyes, the roof to the room began to peel back.

"Cyclops, make us an exit hole," Beast shouted. He knew where Magneto was going, they would not be able to follow. Going to the back of the room, Cyclops blasted open a hole big enough for them to crawl through.

"Everyone, get out of here," Magneto loudly declared. "When I am done, there will be nothing left of this place."

Once everyone crawled through the hole Cyclops made, Magneto began to rise from the floor. Behind him all the guns hanging on the walls lifted up and followed him.

He rose above the hole in the ceiling. He drifted higher, moving through the holes in the rotted roof. He looked down, searching for his prey. Then he saw them, skittering below him like bugs, waiting to be squashed. The guns flew down into the steel mill. Once they were near enough, they began to fire. The mutants scrambled to get out of the way. In her diamond form, the hail of bullets did not affect Frost. She looked up and saw Magneto floating above them. She shouted for the mutant that created lightening.

He moved under Magneto, lightening danced across his fingers. As he was about to fling it upwards, Magneto's full fury was now felt. At first the floor they stood on began to shake. The mutant that created electricity found it hard to stand up. Spreading his legs to get a better balance, he again attempted to fling his bolts up at Magneto.

But he was not quick enough. The entire side of the building collapsed as one of the giant forging vats rolled into the room. They all tried to get out of the way of the lethal projectile as it tore though the building. Magneto held his hand out, manipulating the vat, driving it through one wall after another. Metal support beams were broken and fell. As the vat lumbered through the building what was left of rotted walls crashed in a cloud of rusted dust.

Still Magneto did not stop his path of destruction. He would not stop until there was not one wall, one beam left standing.

Running out of the steel mill Beast tried to lead the others as far away from the building as possible. As they ran they first heard gunfire. The screams of the mutants followed each shot. Then they fell to the ground, as something shook the very earth they stood on.

Rolling over, Beast looked back, he could see the giant metal vat used to forge iron so long ago moving through the building as easily as if it was made of paper. He saw half the building lean, then fall to the ground with a great moaning sound.

They all got up and ran as a cloud of rust and metal moved towards them. They ran up a hill, looking down they could see Magneto floating just above the Steel mill. His hands moving, manipulating the vat as he rolled it through the building like a giant bowling ball.

Banshee laughed. 'We should have got him mad sooner."

With the building tumbling down all kept a close eye for Frost or her cohorts. As they watched Magneto, Beast suddenly realized something. Magneto's power was at its height. Everything metal flew towards him, encircling him. He was becoming a giant lightening rod. Beast searched the skies, he could see its fury was not over yet.

"We got to make him stop," Beast shouted to be heard above the destruction below.

"Are you kidding me," Havok said. "He's kicking their asses."

"But he also has to much metal around him. He's making himself into a giant lightening rod. If we don't stop him he's going to be hit."

Beast tried to think of a way of getting Magneto's attention, unfortunately it was far to late. What he predicted to happen, did. The skies lit up with its full fury. A giant bolt of electricity streaked across the skies, heading straight to Magneto.

Striking the metal surrounding him, it flew around him. The jolt was enough to stop Magneto. He tumbled into the air, falling on the opposite side of where they were standing.

Once they saw him fall, they all ran towards the steel mill. They jumped over fallen beams, and giant pieces of scrap that was scattered everywhere. It took them over ten minutes to reach the other side of the steel mill. They were all surprised to see Angel lying on the ground holding onto Riptide.

"He's hurt," Angel cried. "You have to help him."

Beast examined Riptide. He could see a large gash on his arm. "It doesn't look to serious. I think I could fix him up. If you take him to a hospital, they'll ask questions."

Beast tore part of his shirt and wrapped it around the wound. He helped Riptide up. Angel smiled at Riptide, and supported him. "We had to hide," she sobbed, her hands were shaking badly. "Then the whole damn thing was coming down on us. He blasted a hole for us, and I was just able to get us out of there."

"Magneto, did you see Magneto?" Mystique asked Angel.

She pointed behind her. "It was just after that bolt of lightening struck. I saw him fall that way." She was pointing in the direction of the overgrown parking lot they walked through what seemed a lifetime ago.

They sprinted towards the lot. Climbing through the hole in the fence Cyclops made, they came to a stop. Only one truck remained in the lot, the other one was missing. Spying something Beast quickly sprinted to where the missing truck was parked. Stopping he picked it up. Turning they all saw he held Magneto's helmet in his hands. They stood in silence, not really sure what happened to Magneto.

"Over there," Banshee shouted. He ran to where several pieces of metal sat over a cracked section of the concrete. This had to be where Magneto landed. Beast raised his head and sniffed the air, only Frost and Magneto's scent was recent. "She was alone," Beast declared. "It was just her and Magneto here."

"If she was the only one that got out alive," Mystique said. "Then how could she move him to the truck? She may be made of diamond, but she has the muscles of a woman."

Beast searched around, it was then that he noticed something was missing. "Alessia, she's gone."

"Frost must have used her to move Magneto to the truck," Cyclops said.

A small smile parted Beast's lips. "Things are looking up."

"How are they looking up, Beast?" Havok asked. "We have no idea who these people are, we still don't know why they are kidnapping and killing mutants. And we're not any nearer to finding out where the Professor was taken."

Beast slapped Havok on the back, "Yes we do." Winking at him, he began to jog back towards their cars. "Come on guys, we need to get back to the Mansion."

"We can't go back," Mystique shouted. "Beast, what good is it going back there? We need to figure a way to find out where they took Charles and Magneto."

Beast turned and jogged backwards, "Because unbeknownst to Frost, I put a tracking device in Alessia, just to keep an eye on the Professor."

Havok and Banshee jumped and let out a whoop. "Way to go, Bozo," Havok shouted.

Beast bowed, "I do have my moments. Now come on, the longer we take to get back, the longer whoever took them, will have them."

"Wait," Nelson shouted.. "We want to help. They took our father, too."

"You're the ones that kidnapped Charles in the first place," Mystique angrily spat out.

Benny proudly stood her ground. She was not ashamed of anything that she had done. It was Nelson that spoke up. "Please let us come, we were only doing what our father asked us to do. We were just following orders."

Everyone but Cyclops froze. They all heard those words said before. Banshee looked at Beast. "I think we need to ask ourselves, what would the Professor do?"

Beast nodded his head, "We all know the answer to that. You can come," he grudgingly said. "But just know this. We are only doing it because the man you kidnapped wouldn't have hesitated to help you." Turning his back, he growled, "Let's go."


	16. Change is Inevitable

X-Men: The Winds of Change

By Ldynwaitin

Chapter Sixteen

Change is Inevitable 

Charles head hung down, Peter was pushing him. Centurion came for him what he guessed to be late afternoon. He was leading them to the other side of the cavern. This level seemed to be where most of the experimenting went on. He saw medical equipment of every make and kind. Centurion halted in front of a very sturdy looking steel door.

Once Centurion opened it, Charles saw men dressed in black lined up on one side of a large room. Each man had a hood covering their face.

He saw Sinister waiting for him in the center of the room. Next to him was several Nob's. They obediently stood by his side, waiting for a command from their master.

"Welcome Professor," Sinister sung. "Centurion, you may wait outside." Centurion bowed, and left the room.

Peter pushed Charles just in front of Sinister. Stopping there, he waited behind the chair. Charles glared up at Sinister, not really sure what he had planned for him.

Sinister bend down, "I see worry in those expressive eyes of yours." Standing he said, "Excellent." He slowly began to walk around the room. "I wanted to show you something. I know only you could truly appreciate all that I've done here."

He stopped in front of one of the hooded soldiers. "Hood's off," he shouted. All the soldiers pulled off their hoods. They revealed faces that at first looked human. But Charles noticed that there was a difference. Their skin was as pale as Sinister's, and their eyes. He had never seen such pale eyes before. Almost dead looking, each and everyone had the same eyes. They were the same as Centurion.

"This Professor, is the crème de la crème of my assassins. I call them, Marauders. They are the product of my genetic studies." Sinister patted one of the unmasked soldiers on the shoulder. "The pale eyes are my special stamp, it says this was made by Mister Sinister."

"Each one has his own unique mutant power, given to them by me. I broke down the DNA of a mutant and extracted what made them so special. I then would take a bit of this, and a pinch of that." He softly chuckled. "I'm sounding like a baker, aren't I?"

For a moment Sinister began to sound silly to him, but that soon changed. "Show your powers," he commanded.

Charles saw nearly all of the Marauders change. One turned green, its skin grew scales, its double-lidded pale eyes blinked at him. A Marauder spread out its arms, a thin patch of skin attached his arms to his sides. His teeth grew longer, its ears wider, until it resembled a giant bat. One after another, Charles was shown just a hint of Sinister's madness.

"Beautiful, aren't they. Oh Charles, you do not know the fun I have had the past hundred years. But the last twenty, why they have been the most satisfactory. More mutants are being born than ever before. Why it's become very hard for me to keep up with them."

He suddenly grabbed the arm of one of the Marauders. "Now this one, it took me years to create this one. You see he has a very unique talent. I had a difficult time finding the gene I needed. Thankfully I found it just in time. Want to know what its power is?"

Charles remained silent, Sinister was playing with him, toying with him. He would not give in. He silently waited for Sinister to explain. Sinister released his grip on the mutant. "Very well, let's play show and tell. He will show you, and you will tell me."

The man's colorless eyes grew wide as Sinister whispered something into its ear. "Follow the order I gave you." Smiling a toothy grin the mutant slowly began to step up to Charles. Stopping a few feet in front of him, his eyes actually grew larger. His head began to expand. His saucer eyes glared at Charles. Then it hit him. He felt something trying to invade his mind. This creature was mentally attacking him.

Charles struggled to put up a wall, to block the assault. He jerked as he felt a stab of pain in his mind, an attempt to break down his wall. Closing his eyes, he tried to stop it, he attempted to enter the mind of the man attacking him. Once inside he heard a constant edict in its head, "Find his weakness, find his weakness." He was able to see bits and pieces of the human's former life. The most recent image was of torture, and pain as Sinister experimented on him. Charles searched deeper, he tried to find something he could use to stop that command, but for now he was blocked.

"Don't bother," Charles heard Sinister say. "You won't be able to stop him. I made sure of that." Sinister took a step forward, "Enough," he commanded. Charles sighed in relief as the attack ceased. He felt his body slump as the pain took its time to subside.

"Observations, Professor, conclusions?" Sinister asked him. "Tell me, how did it feel to be on the receiving end?"

Charles shook his head, he refused to give in to this evil man's manipulation.

"Why," Charles panted, "You said you needed me, why the attack? From what I've seen you have your army, they listen to you explicitly. Why am I here?"

"Good question," Sinister said. "I am feeling generous today, I think I shall answer."

Sinister pointed to a Nob. "Simple, isn't it? They were my first creations you know. They're not a true mutant, just a bit of twisting genes to take out what was not necessary. I made them to serve me. Regrettably, I made them to simple. They need to be told how to do everything. I could never use them in a battle, so I had to go back to basics." He swung around, pointing at his mutant soldiers. "I began using humans, miscreants, discarded creatures. No one wanted them…no one would miss them. I saved them, brought them up a rung in evolution. They are stronger now, more powerful. I was able to infuse mutant genes into their makeup, creating a mutant army. My, mutant army."

"But as I said before, more mutants are being born in the last twenty years than the past one hundred. Powerful ones, you can attest to that. I have been striving to create a world filled with my mutants."

"You mean, the obedient ones," Charles said.

"Yes, my Nob's and Marauders would die for me without hesitation. Not the others, not your kind."

"You mean, what evolution has naturally created," Charles corrected him. "What Darwin fought the schools and scholars of his time to realize. Change is inevitable. When a new species is introduced, the old will be replaced. Why can't you look at what you've already accomplished? You've created life that is unique to any on this planet."

"Yes, I did. I created it, it's mine, I made them, and I can easily take them away." Sinister quickly pulled out a knife and sliced off the head of one of the Nob's. It just stood there, unthinking, unmoving as Sinister took its head as easily as if cutting a slice of cheese. It collapsed to the ground, its companions remained where they stood, silent.

Charles was sickened at how easily the creature was murdered. "How could you?" he angrily spat out. "What was the point of taking that innocent creatures life?"

Sinister's reaction increased Charles anger. He was laughing, laughing so hard he leaned on one of the Marauders. "Professor, I'm sorry, but hearing you call a Nob an innocent creature." He rubbed his eyes, and took in a deep breath. "Oh, I wish we could have met under different circumstances. I really do enjoy your company."

Tiredly sighing, Sinister coldly walked past the fallen Nob. "I told you before Professor. They are a tool that I fabricated. Something I use as you would a hammer, or syringe."

"No," Charles said through clenched teeth. "Even if you did create them, he was alive. And you took his life for no good reason."

Sinister's smile faded, "They are my creations, mine to do with what I want. And that means all of them."

Sinister quickly moved behind Charles chair. Charles immediately knew he was after Peter. He mentally told Peter to get away as he grabbed the wheels to the chair and whirled around.

"_Why?"_ was his naïve reply. Charles heart sunk, Peter was going to become Sinister's next victim. He pushed his chair towards him, reaching out he grabbed Peter just as Sinister's knife came down. Sinister missed Peter, but sliced into Charles arm. Ignoring the pain, Charles pulled Peter to stand next to him. "No!" he defiantly shouted. He held his ground, shielding Peter from Sinister. "You will not kill him, I won't allow it."

Sinister saw blood dripping down Charles arms. He was actually surprised to see the protective look on Charles' face. He then knowingly smiled. "Thank you, Charles. It appears that I have found your Achilles heel. You cherish life, you are willing to risk your own, even for one as insignificant as that one."

"That is not a weakness," Charles bravely stated. He held his hand over the wound. Peter looked at the blood on Charles arm. He touched it. Holding his hand in front of his face, he looked at it, then Charles.

"_You hurt."_ Charles heard him say. But he did not hear him, he was to angry with Sinister's callousness for his own creations.

"Treasuring life is an ideal that I hold very dear. All life is precious, be it human, mutant, or Peter's kind. I have sworn to protect any life at all costs. That is why I say to you now, I do not care what you do to me. But I will not stand by and watch you murder something so innocent."

Charles could not see behind him, but Peter did. He saw the other Nob's were looking at Charles. Blinking their eyes, for the first time they noticed that Charles was there. They noticed that he was injured protecting Peter and that he was standing up to Sinister.

Sinister tucked his knife away. "Professor, what you feel is noble, but you anthropomorphized my creation. They look human, but they are not."

"I think you are the one that looks at them the wrong way. I see a life that is unique and precious and is well worth protecting."

"Life?" Sinister laughed. "They are far from anything that nature has or ever will create. They could never survive in the real world. You know as well as I do that Darwin's studies proved that evolution's most profound rule is that the weak will die so that the strong may live. I've lived my entire life by that tenet. But I must admit, you are the first one to actually stand up to me." He took a small step forward, "I like that."

He took Charles arm and examined the wound. It was not deep, but needed to be bandaged. Charles allowed him to look at the injury with caution, he made sure Peter stayed by his side. Sinister pulled out a handkerchief from his pocket and began wrapping it around Charles wound. "Your defiance Professor, is a strength that I greatly admire, though grossly misplaced. It is why I have kept my eye on you, why you are here." Finished wrapping the bandage, he stepped back.

"You see, through the years as I worked on my quest, I have watched the rise and fall of many rulers. History has shown that heavy is the head that bears the crown of leadership, for many others covet it."

"In order to see my dream come true, I realized that I needed someone by my side that I can trust…explicitly. One who would be my general for my army, and a silent assassin for my enemies. I need him to help me mold and train my army into one that has no fear of dying. For an army that is not afraid to die is indestructible."

Sinister looked deep into Charles eyes, "And now that someone is finally here."

Charles slowly shook his head. "I will never be that someone."

"One thing you'll find, Professor Xavier. Is that I am a patient man. I've waited nearly a hundred years for you to be born. It will not be today, or tomorrow. But it will happen, I assure you. You will break down, and you will become a part of my design to end human life on this planet. Mutants will be the next in line to rule this world, MY mutants. It will happen, just as sure as your students will die tonight."

Hearing his students mentioned again by this abomination brought strength to Charles. He entered the mind of one of the Marauders standing in the back. This time he dug deeper, tried to find a way to control him, then he found it. A way to bring down the barrier that was implanted by Sinister. Charles dug his fingers deep into his forehead. Taking a cue from Magneto, he used the pain and anger he felt from the injury, and the threat to his students to break down the obstacle that Sinister built.

"What are you doing, Charles?" Sinister asked. He touched his head to make sure the halo he wore was there. Looking around he laughed. "Honestly Charles, do you really think you can…" he stopped talking once he saw one of the Marauders break out of line and take a step forward. A step he did not command.

"Oh, but this is wonderful, stupendous!" Sinister gasped. He widely smiled as the man slowly began to walk towards him. "Charles, are you doing this? I did not think it was possible."

Charles struggled with every step the man took. He made him move closer and closer, all the time Sinister was actually laughing with joy. He was vigorously clapping. "I have underestimated you, Charles. You are much stronger than I thought. It was not suppose to be possible for you to control them, but here you are, making him walk towards me. This is absolutely fantastic. Can you make him do more, oh please do so."

The Marauder stopped just in front of Sinister. Lifting his hands, thin tendons began to snake out of the tips of his fingers. At the end of the tendons sparks flew. Instead of fear, Sinister was jubilant. He watched with rapture as the man's tendons began to fly towards him. The tendons pulled back once the room was filled with Charles screams. He was flung out of the chair and landed hard on the floor. Peter grabbed the wheelchair and ran to him, he tried to help him up. Centurion glared at Charles, he was proud that he was able to stop him before he hurt his master.

"Centurion, what did I say about hurting him!" Sinister growled.

Centurion bowed, "Sorry, but he was about to harm you."

"I will forgive you, but only this time."

Sinister waited until Peter helped Charles back into the chair. Charles sat up in the chair. He looked straight into Sinister's eyes, he let him know that he was not afraid of him.

"Professor your surprises never cease to amaze me, but you tried to kill me, I take that very personally." He snapped his fingers. The mutant that mentally attacked Charles stepped forward. "I want you to start the session now. But this time I just want pain, only pain." Walking out of the room, he said, "Do not blame me, Charles. This all falls on your head." As Sinister walked through the door, he heard Charles screaming. He knew it was going to be difficult, but in the end, all of his troubles would be well worth it.


	17. A Frosty Reunion

X-Men: The Winds of Change

By Ldynwaitin

Chapter Seventeen

A Frosty Reunion

Charles head hung down, Peter was pushing him. Centurion came for him what he guessed to be late afternoon, or was it early morning? He really had no concept of day or night. He had just spent a long time enduring his 'special sessions'. The mutant's probing was growing more intense, he worked intensely on breaking down his barriers.

The only thing that helped him endure the sessions was once again, Erik. His image gave him words of encouragement, told him to fight back. He closed his eyes, he did not know how he could have lasted this long without him. Stopping in front of the door that led to his cell, this time something was different. Centurion grabbed him, and carried him through the door, leaving his chair outside. Charles was surprised to see four Marauders standing guard on either side of the door. Opening the cell, Centurion threw him inside, Peter quickly scrambled after him before the cell was locked.

Charles rolled to the other side of the cell. He grabbed his arm, and hugged it to him. The knife wound still stung. He closed his eyes and tried to drive the feeling of pain from his body.

"Charles," he heard Erik say. "What did they do to you?"

Charles tiredly sighed, "You know, you were there. Please, I'm tired of talking," Charles pleaded. "I'm so very tired of dreaming that you're here. It's a useless dream, you can't help me escape from this prison, you can't stop the pain. Please, just go away…I'm tired."

Charles flinched when he felt someone poking him. Opening his eyes, he saw it was Peter. He was pointing behind him, wearing a very frightened look on his face. Turning his head Charles saw Erik kneeling in front of him. He was dressed as Magneto, but his helmet was missing. Charles eyes twisted in confusion as he saw cuts and bruises on his face. He was shocked to actually feel Erik lay his hand on his injured arm.

"Charles, I am not an illusion, it's me...I'm here."

Charles immediately entered his mind. It was flooded with new memories. He saw his mansion in flames. Erik was floating above the abandoned Steel Mill, destroying it with a giant forging vat. Most importantly, he saw his X-men alive, fighting by his side. Charles eyes began to tear. "Is it you, is it really you?" he choked.

Erik gently patted Charles on his shoulder, "Yes, it's really me."

Charles couldn't believe it, he was here, he was actually here. At first he felt relieved, he no longer had to do it alone. His friend was with him. Then reality flooded in. "No," Charles said. "No, no you can't be here, you mustn't. He's mad, he'll kill you."

Erik could see Charles was very distressed. He had no idea what he had gone through until he saw blood seeping from a wound on his arm. It was carelessly wrapped in a handkerchief. Then his eyes moved lower.

His heart ached as he saw Charles legs uselessly lying on the ground. When he was thrown into the cell he watched him roll on the floor, weakened, and beaten looking. So different from the man he met what seemed a lifetime ago. Erik wanted to weep, Charles was always so vibrant, so full of life. His enthusiasm was contagious. Everyone near him just wanted to please him for they all knew he would give them the praise they so wanted and needed.

But now that past life was gone…torn away by a bullet he deflected. Erik tightly clenched his fists, why did he have to fight him? They were all going to be killed if he had not stopped the missiles. The men on those boats were given orders to kill the mutants, their leaders felt threatened by them. He was going to show them that they were right to feel that way. But Charles being Charles, he looked at it in a different way. He didn't see orders, or generals, or captains. He saw fathers, brothers, and uncles, innocent men who were just following orders.

"Charles," Erik whispered, "I will not apologize for what happened on the beach. I did what I thought needed to be done to save us all. Humans fear us, and I wanted to show them that that fear was justified."

Charles cleared his throat. "I admit that if you were not there, all of us would have died that day. For that I am truly grateful. But I just could not stand by and watch so many innocent men killed, Erik. I strongly believe that one day humans and mutants will live together in harmony. I will fight to achieve that, no matter what the cost."

"That is where we differ," Erik sighed. He did not want to argue with him, they both had opposite feelings about humans, and nothing would change that. But after finding out what price Charles had to pay, he felt he needed to let him know his true feelings.

"When I left, I was angry. I didn't realize or I guess I didn't want to know just how bad you were…. I had no idea that you lost your…." He stopped, unable to say it. "I never would have left you if I knew it was that bad."

Charles saw him looking at his legs. For the first time he was actually embarrassed by his condition. He could see Erik was upset. He could feel the anguish he felt. He hated to see him in such turmoil. He quickly tried to brush if off, "I'm fine, really. I'm getting use to it." He attempted to sit up, Peter was immediately by his side. Erik glared at the small creature.

"Sorry, introductions are in order I think. Erik, this is Peter, Peter this is Erik." Charles dipped his head, "This is where you shake his hand," he whispered to Peter. "I'm trying to teach him proper manners."

Grinning widely, Peter stuck out his hand. Erik slowly took it and shook the creature's hand. "Charles can you please tell me what the devil is going on here? Are you all right?" He looked at his injured arm.

"Oh that…it's fine, really. A little run in I had with Sinister. I just need to get it properly taken care of." Charles pulled himself to a sitting position and attempted to lean against the bars. Magneto immediately grabbed him. "Don't, they're charged."

To prove his point, he threw his glove at the bar, it sparkled and danced on the bars until it fell to the floor. Charles noticed for the first time that the air was charged. He could feel the hairs on his arms rising. The cell was filled with the electrical charges. He knew immediately why.

"Your weakness," Charles said to Magneto. Now he knew why the bars were not made of steel. Imprisoning Magneto was already a part of Sinister's plans. The electrical charge would keep Magneto's power in check. Erik helped Charles move to the center of the cell. Charles felt Peter sit behind him, looking back he saw him smiling at him.

"_I help,"_ Peter told him. He scooted back, allowing Charles to lean on him.

"Seems you made a friend here," Erik said, as he sat next to him.

"Yes," Charles signed. "He's been my only friend." Taking in a deep breath, he told Erik everything that happened since his capture. He even told him of his faux Erik.

Erik shook his head, "Charles, leave it to you to handle trauma and loss in such a unique way."

Charles warmly laughed. "That's exactly what you told me, or the other you."

"This Sinister, I can't imagine him being here and doing all this for so long and we've never heard of him."

Charles looked at Erik. "Until that day we met, when you were trying to play catch with Shaw's submarine, you thought you were alone. You've never met another mutant before, and you traveled all over the world."

Erik noticed blood seeping through the handkerchief. "Here, let me see if I can wrap that up a bit better."

Pulling his cape off, he bit into it and tore strips off. Charles began to unwrap the handkerchief. During the last session, it was so intense he knew he had to have reopened the wound. He saw he was right, fresh blood seeped through the cut skin. Charles was surprised to have Peter grab the handkerchief and begin cleaning the wound.

"_You hurt,"_ Peter said. _"Why you hurt for me?"_

Charles was surprised to see tears flowing down Peter's cheek. Brushing them away, he took Peter's small hand and looked deep into his eyes. "Peter, I stopped him because your life is worth living. Never believe otherwise. You, all of you must learn to stand up for yourself. Sinister may have created you, but has no right to callously take your life away like he did."

Magneto took Charles arm from Peter and slowly began wrapping the strips of cloth around the wound. "Tell me Charles, how dangerous is this, Sinister?"

Charles sadly shook his head, "I'm afraid that he is in the same league as Shaw, my friend. Perhaps a bit worse."

"Frost will like that."

"Yes, Frost." A small grin parted Charles lips as Magneto split the strip of cloth and tied the bandage snuggly on his arm. Charles examined the bandage, he flexed his arm. "Well done." Grinning at him, he nudged him with his elbow. "So I heard that…did you? Um, did you actually go to her because you missed me so much?"

Erik cleared his throat, he looked very uncomfortable. "Not miss, per say. It's just that I…well I got used to having a telepath around."

"Of course," Charles said, his smile growing larger.

"She is a telepath after all."

Charles nodded his head in agreement. "Yes, she is, a very good one."

"And she has that diamond thing going," Erik quickly added. "She's also not a bad chess player."

"Ah yes." Charles stroked his chin, trying to look thoughtful. "It's a shame that she's not as good looking as me, though."

They both laughed, Charles felt so relaxed with Erik by his side, the real Erik. The laughter died, as Erik shook his head, "I'm sorry, Charles. If I knew how badly you were injured I would have come immediately." Looking away, he whispered, "I didn't know, I'm so sorry. I hope you can forgive me."

Charles patted Erik on the knee, "Erik, what you said on the beach. I felt the same for you. You were like a brother to me."

Erik turned and looked at him, "Erik, your forgiveness was given when you asked me to join you. I may have rejected your offer, but my first words was how I felt, and will always feel for you. You are my friend. I do not have many. But those that I do have I hold very dear to my heart. It will take more than a bullet or the loss of my legs to loose that friendship."

Erik nodded his head, "I've never had a friend, always been a loner. I have to say those days were the happiest in my life. I will never forget them."

Charles laughed, "Is this where we hug or kiss?"

"Now that's where Frost is much better than you."

The door to the room was suddenly flung open. Centurion stomped in, behind him was Sinister. A third person also walked into the room. This person had Magneto leap to his feet. He looked fiercely at Emma Frost as she sashayed in.

"Erik," Charles said. "This is our host, Mister Sinister. You have him to thank for the wonderful accommodations."

Erik carefully studied Sinister. "He is exactly as you described him, Charles." Sinister proudly smiled, respect at last. His smile dropped when he heard Erik say, "But where are the horns and pitchfork?"

"Just a reminder of who is in charge here," Sinister said. He snapped his fingers. Two of the Marauders suddenly changed. Sharp quills grew out of their bodies. The other two walked to either side of the cage. Arching their backs, the quilled mutants released several quills towards the cell. The other two raised their hands, bolts of electricity flew through the bars. Magneto dived on the floor, grabbing Charles he pulled him down. Charles grabbed Peter, they lay flat as the quills and electricity passed over their heads.

Magneto could feel his power growing weaker with the lightening bolts. With a snap of his fingers, Sinister told them to stop. As they walked back to the doorway, Magneto slowly stood up and faced his captor.

Sinister knowingly smiled. "Don't even try controlling them, Charles. I've implanted fortified blocking devices to keep even you out. If you touch their minds for a split second, their attacks will not be so forgiving. But enough with threats."

Sinister now addressed Magneto. "Once I heard that you were here, I just had to come down and greet you myself. This is a very big day for my facility. I have the two most powerful mutants in the world as my guests, well other than myself."

Charles noticed that Frost's eyes jealously flashed. "He's not so powerful, I managed to capture him."

Erik shook his finger. "Emma, is that what you told him? Did you forget the lightening bolt that struck me? That may have had a small part in helping you 'capture me'."

Frost was livid, she was practically shooting daggers at Erik. While she was staring at Erik, Charles chanced to look into her mind. He saw a flash of memory, Frost was standing in the parking lot at the abandoned Steel Mill. He saw Erik flying in the air and land hard on the concrete. The only thing that saved him from the fall, was that he was encased in metal. It fell off him, once he landed. Frost ran to him, she jumped on him and pulled his helmet off, throwing it to the side.

She immediately focused on giving him pain, excruciating burning pain. "You killed the only man I ever loved," she screamed. She began to circle him as Erik clutched his head. He had never been in so much pain. "Yes, I was the one that revealed Xavier's secret school. I did it because you never once gave me any praise for my work. Shaw, he treated me like a queen. You took that from me, I want that back!" She squinted her eyes, Magneto arched his back, The pain tore through his head.

"If I had my way, I would dig into your mind and force you to relive all that Shaw did to you, over and over until it drove you mad. Unfortunately, someone has other plans for you." Frost sent one final blast, before releasing her hold on him. He lay flat on the ground, panting to catch his breath.

"Get up," she hissed.

Erik shook his head, the lightening blast had weakened him. But already he could feel his strength returning. Frost saw him make a fist, "Oh no you don't," she shouted. She took out a needle and injected him. Erik immediately felt lightheaded. He fought to stay awake, but darkness enveloped his mind.

Frost read his mind, and was pleased to find the shot had worked. He would no longer be a threat to her. "Damn," she cursed. It was then that she realized she was alone. None of the Marauders survived Magneto's attack. Only her diamond skin saved her. There was no one left to help her load Erik into the truck. She had to find a way to get him inside before any survivors found her. Searching around the parking lot, she couldn't believe her eyes. She saw a wheelchair sitting next to the chain link fence. Fetching it, she dragged Erik up, and placed him on the wheelchair.

Pushing him to the truck, she pulled out a ramp and wheeled him in. She hoped the injection she gave him would last as long as it would take for her to get to the airport.

Sinister had a plane waiting for her there. Jumping out of the truck she saw and felt explosions in the steel mill. She rushed to the front and climbed into the driver's seat. Shifting gears, she punched the gas and headed to the airport.


	18. My Enemy, your Friend

X-Men: The Winds of Change

By Ldynwaitin

Chapter Eighteen

My Enemy, your Friend

Pulling back from Frost's mind, Charles realized that she had no idea he was there. Her anger for Magneto was so intense, she never even felt him.

"I didn't need that lightening," she said, her voice dripping with malice.

"Emma, don't be jealous," Sinister cooed. "Look around you, who is caged and who is not?"

Emma smiled and brushed up against Sinister. Charles noted that Sinister actually flinched with her touch. So, this union was not as close as it was with Shaw. In fact, if he judged Sinister correctly, he would not be surprised to see Frost end up as part of Shaw's experiments.

Eric began to pace the cell, he felt confined in the small prison. Charles followed him with his eyes, he was envious of his energy and mobility. Coming to a stop, Erik tilted his head as he looked at Sinister. "Do you honestly believe that your 'experiments' are stronger than a true mutant?"

"Oh, I don't just believe it, I know it's true. I've managed to extract the genes I needed from the mutants brought to me, and infuse them into human's. I've created hybrids that are stronger and more powerful than any mutant created by evolution."

"In body perhaps, but what about the mind?" Charles asked. "Your army needs a mind also, to execute your heinous commands."

Erik scratched his head. "I don't know, Charles. I've met mutants that have managed to function with half a brain."

"Yes, present company included," Charles looked straight at Sinister.

Sinister noticed something, something was going on between the two mutants. He was told by Frost that Professor Xavier and Magneto were close friends, now he could actually see it. Since he entered the room Charles entire manner had changed. He seemed more confident, at ease. And with Magneto here, he also noticed Charles seemed to almost hide his disability. He would take embarrassed glances at his legs, as Magneto was pacing the cell like a caged animal. He needed to test how strong the bond was between the two men.

"Magneto," Sinister cooed. "Did you know we have a mutual friend?"

Erik glared at Sinister, he had no idea what he was talking about. "Yes," Sinister continued, "this friend of yours. He used to confide in me many times about a young boy he was working on. He was a very frightened young man. My friend spent months teaching him to fear and respect him. This friend also told me he even killed the boy's mother, yet this boy never used his power against him. Now why is that?"

Magneto's pacing grew to a fevered pitch. He stopped, and stared intensely at Sinister. As he stared at Sinister he saw a change in his eyes. They became lighter, the dark color grew fainter as it changed hue, until his eyes turned blood red.

"You!" Erik shouted. He began shaking as a bad memory came back to him. He was a young boy, strapped to a table. Shaw was sending waves of electricity through his body. Weakened he saw a man step into the room. The first thing he noticed about the man was his eyes, he had never seen a man with red eyes."

"I saw you…there," Magneto whispered. "With Shaw, I saw you at the death camp. Wait a minute, what did they call you?" Magneto snapped his fingers, "Yes, they called you, Nosferatu, you were pale back then too."

"I am honored that you remembered me. Ah yes, so you are little Erik all grown up. Shaw spoke of you with such pride."

"You knew him?" Emma asked.

"Sorry I didn't let you know, my dear, but I did so love to hear your stories of him. He would have felt honored that you remember him with such high esteem." Sinister walked closer to the cell. He stood opposite of Erik. "Shaw and I shared much back then. We were happy to have found each other. A mutant was a rare thing in that time. I even gave him some tips for his special sessions with you." Sinister leaned forward and said, "Who do you think gave him the suggestion to use your mother to bring out your special gift?"

This brought Erik's rage to its peak, he was about to lung towards the electrified bars when he stopped. Charles mentally was trying to calm his anger down. _"Erik, don't. He's trying to get to you, you must ignore him. You cannot let him win this battle. Think of it like a game, he has moved his bishop in your knight's face, what would you do?" _

Erik knew Charles was right, Sinister was trying to get to him. Slowly he began to step away from the bars. He would wait for a better time to make his move.

"Excellent," Sinister breathed, "Most excellent." Without another word, he quickly rushed out of the room. Centurion was right at his heels. Frost chose to linger behind. She stared right at Magneto - he stared back at her. He was going to let her know that even with his power muzzled, he was still the most dangerous mutant on the planet.

Charles could practically feel the abhorrence between Frost and Magneto. They continued to silently stare at each other. Seeking to cash in on this, Charles once again attempted to read her mind. Once in, he searched for something that would help him know Sinister's true plans.

He saw Sinister working on a man, digging into his brain, he pulled something out and carefully carried it to a small jar. Placing it inside, he held it up and meticulously studied it. The object he cut out floated gently in a golden liquid.

"This will preserve it, multiply it," Sinister told Frost. "I will extract a bit and use it for my mutant army. What did you say this one did?"

"He could duplicate things," Frost told him.

"Yes, could be very useful. I'll be needing more humans, we've run out. Next time you go out, see if you can get me some more. Just don't bother getting me the ones addicted to drugs. They're dependence to the drugs is so strong, it fights my control." Walking to a large refrigerator, he opened the door. Charles was shocked to see how many jars filled with golden liquid sat inside the refrigerator. Sinister reverently placed the jar in the refrigerator. Closing it he looked down the wall. Charles was horrified, he saw at least ten refrigerator's lined up against the wall.

Sinister walked up to the first one. Opening it, he picked up a small jar. "This is the prize, the jewel of my collection, my checkmate for human life. You know Frost, they had it all wrong, Typhoid Mary was not the carrier of that disease. It was one particular mutant. I was lucky to find her, searched for years. I managed to extract the gene that created her mutation. That was over fifty years ago. In that time I've duplicated it a thousand fold. I increased its deadly power until I've come up with a gene when inserted and released, will spread a mortal disease that will devastate human life. Any left who manage to survive will be handled by my mutants."

"If this is your plan, why then do you want Charles Xavier?"

"Because I have lived to long, Emma. I started my quest innocently. I wanted to follow evolution as it moved on its natural course. But as the years rolled by, I became impatient. I gave evolution a push. Through the years I became corrupt, I admit that. But my creations began to mirror me. I could no longer continue with my original quest."

"But Charles Xavier, he is a breath of fresh air. He's a teacher, a scholar, and a mutant. He will help me create a world that would make Charles Darwin proud. Now come, you still have much to do. You said you found a mutant in Detroit."

"Yes," Emma said. "She's suppose to be able to manipulate plants at a touch."

"Splendid," Sinister enthused. "She will be a great addition to my stock. An army needs to be fed. Let the hunters know of her whereabouts, quickly now."

Charles followed Frost as she left Sinister's laboratory. Going to the top of the Facility, she walked through the tunnels and into the house above. She entered a small office. Sitting down she made a phone call. After she explained where the mutant was found, Charles heard her add something else.

"I've also located where the top man on your list is hiding. Yes, it's Charles Xavier. You'll find him at Westchester, New York. He's living in a large mansion there. You'll find four more mutants with him, but they shouldn't be too much trouble. They're just children. Remember to wear that helmet we made for you. We'll be waiting for your call." Hanging up, Frost sat back in the chair. A look of bliss blossomed on her face.

This was worse than Charles had imagined. Sinister was not just building an army, he was going to eradicate all human life. Charles suddenly pulled out when he heard Erik cry out in pain.

He was surprised to see Frost was in her diamond mode, she was attacking Erik's mind. He had never been able to enter her mind while she was in diamond form, yet he had. Invigorated with this new revelation, he entered Erik's mind.

Frost gasped in shock as Charles managed to send the pain she was giving to Erik back to her. She shook her head - she was in diamond form. He could never have penetrated her mind before. This confused and frightened her. Sinister was right, his power was stronger.

"Try that again," Charles warned her, "and I will burn away all your memories right back to when you were a baby."

For the first time she was frightened, no one could touch her in her diamond form. She was invincible, but some how he was able to do it. Without another word she rushed out of the room. The slamming door's sound echoed in the large room.

Erik was panting hard, sitting on the floor he weakly smiled at Charles. "Thank you."

Charles worriedly shook his head. "We have much more to worry about than her, my friend. I saw in Frost's mind that Sinister has a stockpile of mutant genes tucked away somewhere in this location. Genes that he hopes to use to exterminate the human race. Destroying it has to be our number one priority."

"Shouldn't escaping here be on the top of that list?"

Charles grinned widely, and slapped him on the back, "Erik, did you forget? We're the two strongest mutants on the planet. How can we fail?"

Charles had to admit, for a while there he did have his doubts that he would not be coming out of this facility alive. But that all changed once he saw Erik, the real Erik. He knew, if they worked together, nothing could stop them.

XXXXXXXXXXXXXXXXXXXXXXXX

Beast flew out of the car into the mansion and through the hallways. Havok, Banshee, and Cyclops followed him. Mystique and Angel helped Riptide into the mansion. They brought him to the study. Once he was settled, Mystique went to the classroom, she found the soldier that they left there last night was still tied up.

Mystique was furious, not only was Charles missing, now Magneto. She stood in front of the man, her yellow eyes angrily glaring at him.

"I will ask you just one question, and you'd better answer it right. Do you know any other place they might have been taken?"

The man shook his head, "I was just hired by Neale. I don't know anything."

"Yes you do," Mystique said. She picked up something off the floor as she walked towards him. "You knew you were coming here to kill mutants, and you know this location."

The man saw Mystique holding the javelin Magneto made. "No, please don't," the man begged. "I promise, I won't do it again, I won't tell anyone about this place."

"You're right," Mystique grunted. She drove the javelin into his chest. He gasped and choked, blood began to ooze out of his mouth and nose. Mystique twisted the javelin deeper, "You'll never tell anyone."

She stood back and watched him die. This was the first time she killed a man. She was surprised how easy it was, more than she imagined. Wiping off the blood from her hands, she took in a deep breath. She took a life, but it had to be done, she told herself. He killed mutants, attacked Charles and the others. He deserved to die. With that threat eliminated, she could now focus on helping the others find Magneto and Charles. She saw Benny and Nelson staring at her from the doorway.

"If Beast had not made a promise, you'd be next," she warned them.

She moved past them and went to check on Angel and Riptide. She walked through the hallways with an air of satisfaction. She managed to take care of a problem on her own. She knew that Magneto would be proud of her.


	19. Herculean Effort

X-Men: The Winds of Change

By Ldynwaitin

Chapter Nineteen

Herculean Effort

Beast tore through the mansion, the smell of burnt wood stung his nostrils. He ran to his lab. Pushing the doors open he was shocked to see the entire room was soaked. When Magneto broke the water pipes, it was throughout the entire house.

"Please, be okay, please be okay," he chanted as he searched for the transmitter. Finding it, he picked it up. He felt his face flush cold as he saw water dripping from the transmitter.

"Is that it?" Havok asked. Beast slowly nodded his head. "Well that's just great. Now how are we suppose to find the Professor?"

Beast would not give up, he had to think, he needed to find a way to dry it quickly.

"What the hell are we suppose to do now?" Havok angrily shouted.

"Losing your temper won't help," Cyclops said.

"Yeah, the only thing that will do is get you hot," Banshee said.

'That's it," Beast loudly declared. "Cyclops, Havok come with me." He hugged the device to his chest, and sprinted out of the room.

"What's it?" Havok asked.

Banshee rolled his eyes, "Here we go again." They tried to keep up with Beast as he ran through the halls. He shoved the door open that led to the basement. Racing down the stairs and through the hallways, he kicked a double door open. It opened up to the tunnel Havok and Cyclops now used.

"I need you guys to create some heat," Beast explained, as he gently placed his tracking transmitter in the middle of the tunnel.

"Every time you use this room the temperature shoots up. We need to dry this off."

"You sure it will work?" Banshee asked.

"The water didn't damage anything, but it won't work wet. The way it is now, it will take days for it to dry naturally. I need you guys to give it a boost. Crank the heat up in here. The walls are made of rock, this room can get as hot as an oven. Just don't make it too hot, melted transmitters will not work either."

Havok stood about ten feet from the transmitter, Cyclops stood on the other side, just facing him. Cyclops stood five feet left of the device, while Havok stood five feet right. They needed to focus their beams over the device, and keep them tight enough that they would not harm the other. When they were ready, they both blasted their beams into the opposite tunnels walls. Each beam passed over the device. Cyclops fought to control his beam, struggling to make it as cool as possible. Havok struggled to keep his beam narrow. Both beams nearly touched.

They could actually feel the heat from their beams as it flew past them. They struggled to maintain control. Beast stood back, he felt the heat on his face. What they were doing was very dangerous, but they all knew it had to be done if they were to find the Professor.

After five minutes both men stopped. Havok nearly fell to the ground, he had never kept his plasma beam on that long. Cyclops bent over, he rested his hands on his thighs. His head felt light. That was the longest he ever used his eye beam.

"Is it dry enough?" Banshee asked Beast.

Beast opened up the device and touched the transmitters. He shook his head, "Nearly there guys, we need a few more minutes." Standing he looked worriedly at them, "Think you can do it?"

Havok silently nodded his head, he was not going to give up on the Professor. Cyclops answer was to stand up and hold his finger on his visor. Just as Beast stepped back, their beams shot out. This time Beast could feel that the heat was not as intense. Both men were growing weak. He could see them struggling to maintain their power.

Beast tried to encourage them. "Keep it up guys, the Professor would be so proud of you right now. Just remember the goal, this is for the Professor."

Both men focused on their task. They fought to maintain the right intensity of their beams. Nearly a minute later Havok fell to the ground. He lay there, panting. He just could not go on any longer. Now it was up to Cyclops.

Bending lower, he increased the intensity of his eye beam. It was all up to him now. People were depending on him. For the first time he felt needed, wanted. It felt so good it encouraged him to maintain his beam. Two minutes later he too had to stop, he just could not go on any longer. He fell to the ground, "It has to be enough," he gasped. "Just don't have anymore in me."

Beast ran to the device, kneeling down he checked inside. He could feel a warmth in the device. Looking closely he could see that the transmitters were still intact. The heat created by Havok and Cyclops did not harm them, but dried them.

"You guys rest, it's up to me now." Beast rushed out of the room. Banshee took a few skips and looked back. Havok waved his hand, "You go," he panted. "We'll….come when we…catch our breaths."

When Banshee ran into the hallway, he saw Mystique standing in a doorway, "He said he's going to the satellite dish," she told him. They both ran outside, they could just see Beast running down the lawn towards the satellite dish. Stopping in front of it, Beast placed the device on the ground. Opening a panel, he began to hook up the device to the dish. He closed his eyes in relief when he heard it begin to hum. He thanked god for back-up power.

Banshee and Mystique slid to a stop on the grass. Beast was focusing on searching for Alessia. For where she was located, they prayed the Professor would be close by.

Beast stared intensely at the device. He heard it clicking and humming, he put in Alessia's identifying code. Immediately the device began to click faster. Above them they saw the giant dish move. It groaned and moaned as it began to point west. Slowly it crawled to a stop. In seconds, Beast saw numbers and code running up a small green screen. He waited what seemed like hours as it searched. In that time Cyclops and Havok caught up with them. They were still winded but they needed to know if their hard labors had worked.

Beast's eyes lit up as he saw co-ordinates popping up. "We got her," he declared. He wrote down the co-ordinates. Leaping up, he opened a door in the side of the Satellite dish. Using the satellite's memory, he put in the numbers on a panel, and asked it to search. In minutes he saw the location of Alessia.

He read it out loud. "Olympic National Park."

"They're in Greece?" Banshee said.

"No, not Greece," Cyclops said. "Washington State. In the orphanage I grew up in, there was a man that lived there, Nathan Milbury. He said he used to live in Washington State, near Olympic National Park. He bragged about living near the gods on Mt. Olympus"

"Let's hope it's not a big park," Havok said.

"Don't worry," Beast said. "Once we get close enough to Alessia, I've got a device that will allow us to find her."

"What about them?" Mystique asked, she pointed to Nelson and Benny. They followed them as they ran out of the mansion.

"We can help," Nelson offered.

"Our father trained us well," Benny said. "We'll carry our weight."

"I made a promise," Beast told Mystique. "For now, they're coming."

"Washington, that's a long way from here," Banshee moaned.

"And it's a lot colder," Cyclops said. "Mt. Olympus is over 6,000 miles high, with four glaciers." Grinning he added, "I checked it out. I actually lived there about six months. Very cold and very wet."

Beast slapped Cyclops back, "You know, I just may forgive you for that 'Does he bite' remark. Let's go guys."

Banshee half grinned at Cyclops, "Did you really say that to him?"

"I thought he was going to do just that, after I said it."

Havok whispered, "Don't worry, his bark is worse than his bite."

"I heard that," Beast shouted. "Now come on guys, we have packing to do. You heard Cyclops, its cold where we're going."

Four hours later they were all sitting in a private plane. It was the Professors. One that Beast had been working on for the past few months. Because of his 'condition' Beast would never be able to use a public airlines. This plane was built for the X-men to use. Unfortunately, Beast was not quite finished augmenting it, but for now what he did add to it would have to do.

"It's going to take us six and a half hours to get there," Beast shouted from the cockpit. "Try to rest. Once we arrive, I don't think we'll be getting much sleep."

Half of the plane was filled with seats, the other half held equipment they would need to help find Magneto and hopefully the Professor. Beast gazed ahead, he tried to relax, this was going to be a long flight. As he concentrated on flying, he also played over in his mind how the hell they were going to rescue the Professor and Magneto.

They had no idea where they were going, or what they would find once they got there. They were all running on pure adrenalin. He was surprised to see Cyclops sitting down next to him.

"Could you use some help?"

"Know how to fly a plane?" he asked him.

Cyclops wiggled his eyebrows, "Got six and a half hours to kill."

Grinning, Beast began to explain the basics. Any help he could get was greatly appreciate. He was really beginning to like Cyclops. He was smart, and eager to offer his help in any situation. The Professor told him he saw something in this young man, something that he felt would make him a good leader.

With whatever dangers they were going into, having someone like that by his side was something the Beast welcomed with open arms. As Beast taught Cyclops how to fly the plane they also tried to come up with a way to rescue their friends. They both agreed, whoever had taken them, had no idea what hornets nest they opened. They anxiously watched the clock and wished it could go faster. A lot could happen in six hours. Until they landed they would just have to wait, and be patient.


	20. A Tempting Proposition

X-Men: The Winds of Change

By Ldynwaitin

Chapter Twenty

A Tempting Proposition

It had been hours since Sinister left, Charles stared at the four guards. But he was not trying to enter their minds, he searched farther. After seeing into Frost's memories he now knew that Alessia was sitting just outside the room. He could feel her. He was working on making a full connection with her.

Once that connection was made, she would be able to increase his power. He had no idea how close he needed to be to connect with her, he hoped it was not farther than twenty feet.

As he stared at the wall Peter stepped in front of him. He had a large smile on his face. _"Need help?"_ he heard Peter think. But the most remarkable thing was, as he was thinking it, his lips were saying it. Even though no words came out, he was trying to talk to him.

"Is your pet trying to say something?" Erik asked him.

"He's not a pet, he's a friend," Charles shortly replied. "He just can't talk. Sinister thinks they're just a tool for him to use. But I don't think he realizes exactly what he's created."

Charles stared in wonder at Peter. It had only been a short time since he first read his mind. Yet in that time he seemed to have evolved. His brain was beginning to become more complex, he was retaining memories. When Sinister last visited them he totally ignored him, he was focused on Charles. The teacher in him knew he needed to work on that.

"You are helping," he told Peter. "Just staying here with us is a big help. Right Erik?"

Erik nodded his head, "Oh yes, a few more years here and I'll be able to read lips."

Charles threw Erik an irritated look, Erik brushed it off and continued to pace in the small cell. Peter turned and glared at the guards. He looked back at Charles. Once again he was surprised by him, for he saw a concerned look on his face. _"They want to hurt, hurt you,"_ he thought.

Charles was touched by his concern, he had no idea how he did it, but he was evolving, he was thinking for himself, and caring for others. _"You call me friend,"_ Peter thought. _"What that?"_

Charles frowned. "Well, that's difficult to explain simply. I guess a good description of a true friend is someone willing to die for you."

Peter's head twisted in confusion, _"What 'die'?"_

"What's die?" Charles said out loud.

"Oh, is he asking that?" Erik said. "I can help you with that one." He stopped his pacing, his anger was increasing with each moment he was held prisoner. He pointed to the four guards. "See them, if I was not hobbled by this cursed electricity they would have died by my hands long ago." He stepped closer to Peter. "Dead is not moving, not breathing, no longer alive, when Sinister chopped off the head of one of your little friends."

Peter scrambled to Charles and hid behind him. "Erik, please stop," Charles insisted. "You're scaring him."

"Life's lesson's can be scary," Erik mumbled.

Charles gently pulled Peter to stand in front of him. Peter stared at him, Charles heard him ask, _"You friend?"_

Charles took his hand, and shook it, "Yes, Peter, of course I'm your friend."

Peter grabbed Charles hand with both hands and vigorously shook it, _"You my friend."_

"Great," Erik said. "Now all you need to do is make friends with all the other creatures Sinister has here and they can help us escape."

Charles snapped his fingers, "Erik, that it not such a bad idea."

"Of course, want to let me in on this brilliant idea I just had."

"This entire complex functions smoothly only because of the Nob's. They literally do everything here. We can take down this facility by starting a little revolution."

Erik nodded his head, "Charles, I am brilliant."

"Sometimes," Charles said.

"But will it work? You said yourself that these creatures are not smart. They can't think for themselves, present company excluded. How are we going to get them to turn on their master?"

"That's the bit that I still have to work on," Charles sighed. He returned to his task of making contact with Alessia. If his plan was going to succeed, he needed to connect with her now more than ever.

Charles continued to try and connect with Alessia. He knew where she was, but he just could not reach her. He should have easily been able to, if he was up to full strength. Since entering the cavern, he's had to put up a constant block. Sinister's mutants pain and anguish tore right into his soul. If he did not keep his block up, they would have driven him crazy.

Suddenly Centurion barged into the room. He whispered something to the guards. The two lightening mutants swiftly moved to stand on either side of the cell. Lifting their hands, bolts of lightening began to shoot through the bars. Erik immediately fell to the ground. Just as he hit the ground, Centurion opened the cell. Charles saw a familiar device in his hands. It was the box that Neale's men used for shocking their men when Charles possessed them.

"Erik, watch out!" he shouted a warning just as Centurion charged into the cell. The Marauders stopped their flow of lightening as Centurion lunged towards Erik. Charles tried to take control of Centurion, but he still wore the blocking halo. Centurion slammed the device on Erik's chest, Erik screamed in pain as he felt the tingling shocks rush through his body.

Centurion held the box on Erik as the quilled mutants entered the cell. Charles tried to roll away, but they grabbed his legs and began dragging him out of the cell, Peter quickly ran ahead of them.

As he was pulled past the threshold of the cell door, Centurion lifted up the shocking device and began to back away. Once out, he slammed the door shut and locked it. Erick clutched his chest, seeing Charles dragged out of the cell he used his anger to shake off the effects of the lightening. He screamed with rage, as he focused on the box Centurion held. It flew in the air and slammed into his face. Shattering on Centurion's face flames flew out of the box and engulfed his head. Centurion screamed in agony as he tried to put the fire out. He threw the box on the ground. It slid on the floor and out of the room.

Enraged Centurion ordered the lightening mutants to bombard the cell. Erik fell to the ground, he spread himself out, hugging the floor as the lightening filled the cell. Forgotten, Charles grabbed both of the quilled mutants by their ankles. With the physical connection he was able to reach into their minds. He went straight to the block created by Sinister. Concentrating hard he broke it. Once it was down he sent them something that brought them to their knees. He let them feel the pain that each Sinister Mutant was sending to him. Both Marauders fell to the ground, clutching their heads and screaming in agony.

The men stopped screaming once Centurion grabbed Charles and pulled him away. They both lay panting, their eyes glassy as the pain they felt still lingered.

"Remember," Charles shouted to Centurion, "You're not suppose to hurt me."

Centurion hefted him on his shoulders, "I don't have to. I already know what Mister Sinister has planned for you."

Turning he began to carry Charles out of the room, Peter rushed out ahead of him. Charles mentally told him, _"My chair, I need Alessia."_ He wasn't sure if the small creature understood which one he meant. Once outside of the room Centurion plopped him down on the chair Peter fetched.

It took a few seconds for Charles to realize he was sitting on Alessia. He heard her say within his mind, _"Professor, welcome back."_

Charles saw Peter's head peek from the side, His eyes were smiling at him, _"I get your chair?"_

"_Yes,"_ Charles mentally replied. _"Thank you."_

Sitting on Alessia Charles could actually feel Centurion's pain. His face was burned badly. He was standing in front of him, his body shaking. Closing his eyes Charles was shocked to see the burns begin to withdraw. The red enflamed skin grew paler, until it was the same pearl white as Sinister's. Opening his eyes, Centurion angrily glared down at him.

"I may be able to heal myself," he rumbled. "But I can still feel the pain. Your friend is going to pay for what he has done."

Spinning on his heels, he began to march away. Peter quickly pushed Alessia to follow him. Sitting back, Charles felt relieved. Already he felt stronger sitting on Alessia. Resting his head back he told her, _"Alessia, we have a lot of work ahead of us."_

As Peter followed Centurion, Charles concentrated on working on his plan. It was risky, and he really had no idea if it would work. But with the few options they had available, it was the only plan they really had.

Charles noticed that this time he was being taken to a different location. Centurion stomped to a section that Charles had only glimpsed. He clutched Alessia's arms as he saw he was being taken to the Lab. Centurion pushed open the double doors that led into the lab. As he entered Charles saw the freezers from Frost's memories.

Sinister was standing in front of a large glass window. Frost stood by his side, once Charles entered she immediately went into Diamond form. Her pleased grin cut into him like a knife. Centurion whispered something to Sinister, and then stepped back. Charles was pushed to the edge of the glass. Looking through it he realized that he had just seen the tip of the iceberg. On the other side of the glass was another vast cavern. He knew now this was where the pain and anguish was coming from. For on the other side of the glass he saw hundreds of Sinister's mutants. Some were walking about, other's were imprisoned in small cells. They were all guarded by Sinister's Marauders.

"Isn't it beautiful," Sinister said. He continued to stare out the window. "You see before you Professor the world's future. A world not created by nature, but by me."

Turning he smiled down at Charles. "I want you to be a part of that world."

"We've had this conversation before," Charles quietly replied.

"Yes, we have." He sat on the ledge of the window. "It seems that you've given a bit of worry for Frost. Hasn't he, dear?"

"I'm not afraid of him," she coldly replied.

"Keep telling yourself that, my dear. I don't know how, but she said you're now able to enter her mind, even in Diamond form. Yet she said that you were unable do so when you first met, now what has changed since then? Why now, what has been added to the equation?" As he stared at Charles, he snapped his fingers in revelation. "But of course, nature abhors a vacuum."

He walked over to stand behind Charles, leaning down he whispered into Charles ear. "Now correct me if I'm wrong, but I never am. When a person is blind, their other senses take over. Their hearing becomes more acute, their sense of smell more sensitive."

He shifted his head to his other ear. "You my dear boy, have lost the use of your legs. It left an unused space inside your wonderful brain. Your mind has compensated for that loss by growing stronger." Nathaniel stood up, "Yes, natural selection within your own body. Your mind has grown more powerful with the loss of your legs. But tell me Professor, even with this revelation, what would you pay to have your legs back?"

"What would you say if I told you that I could heal them, help you walk again?"

Charles opened his mouth, but nothing came out. He really didn't know what to say. Sinister knew that instant that he had him. "You've seen what I can do. Example, what you just witnessed with Centurion. You saw him heal his face, due to a gene I took from a mutant that could instantly heal any wound. That gene could heal your affliction."

Frost was livid, "You don't need that cripple, you have me. I can do so much more for you, Sinister. I can…"

Sinister held his finger up, "Not another word, Emma." His voice was cold and threatening. Chastised she angrily moved to stand in a dark corner of the room. Sinister slowly walked around Charles' chair, he stopped just in front of him. Cupping his hands behind his back, he looked deep into Charles' eyes, "I can do that for you, Xavier. I can infuse the gene that will give you your legs back. Charles, tell me that you are satisfied with the way you are. Tell me that you would not want to walk again. For if you do, Professor. Then I know that you are not telling me the truth."

Charles had to think carefully on his reply. It all made sense now, Sinister was right. That had to be the reason why he was able to enter Frost even in diamond form. Losing his legs made his mind stronger, more powerful. But was it worth the anguish of never being able to walk again? He was more in conflict than ever. "Yes," he began to say. "I would be lying. But this is what fate has dealt me, and I have learned to accept it."

"Have you, Professor?" Sinister asked. "Have you really?"

"I've seen the eyes of envy when you watched your friend pacing in your cell. It hasn't been so long ago that it happened, the scars are still fresh. You carry with you a very heavy burden. You were young, active, a vital part of a team you so craved to create. Now in the prime of your life it was taken away, stolen from you, leaving you half a man. I can give all of that back to you, Charles. And more, oh so much more."

Charles tried to avoid looking into Sinister's eyes. He knew deep inside the words he was saying he had thought over many times. But he did not want him to know that. "Charles," Sinister cooed. "It is not a crime to want your old life back. I can make it possible for you to be able to walk again. I can give you back your legs, give you back your life." Sinister squatted down in front of Charles.

"All you have to do is swear your allegiance to me." He held out his hand. "Oh Charles, the world we will create together will be so beautiful. Darwin would be very proud. We will make a world no longer filled with prejudice and hate. It will be a world that was meant to be. Together we will burn out the hate that afflicts humans, it will not live within our creations. The world will finally be at peace. Say yes, Professor, be a part of the future, my future. Join me, and together we will change the world!"


	21. Breaking Down a Door

X-Men: Winds of Change

By Ldynwaitin

Chapter Twenty One

Breaking Down a Door

Charles stared right into Sinister eyes. Sitting on Alessia he was finally able to see into his mind. He could see Sinister's world, or the world that he wanted to create. His world would have one leader, Sinister. There he would be revered, worshipped. Charles flinched as he saw how much a part Sinister wanted him to have in his demented vision.

He saw himself standing by Sinister's side. He almost cried, yes he was standing not crippled but standing on his own two feet. In Sinister's vision he had accepted his gift. In return he was his guardian, his companion, his Knight. He was there for one purpose, to guard his King. If anyone even thought of attacking him, Charles would instantly know it, and stop it before it even happened. Charles' only existence was to insure Sinister's rule was absolute.

He saw what humans remained were being slaughtered or kept as slaves to serve their new masters. Even mutants were not immune to Sinister's wrath, at least the natural ones. Sinister's plan was to use Charles to ferret them out and kill them. In Sinister's vision of the future he saw Charles the same as his Nob's. A weapon to be used. Charles was his pawn, his knight, his bishop and castle. That was why he wanted him so badly, he was Sinister's checkmate for the human race.

Shaking his head of this horrific vision, Charles stared back at Sinister. "I admit, in the beginning I hated what the world did to me, hated everyone around me."

Charles saw his faux Eric appear. "Say it Charles, say what you've needed to say for so long."

"But most of all I hated myself," Charles slammed his fist on Alessia. "I began to believe I was a fool to think that stopping a war would change the way humans looked upon us. I wanted my legs back, I thought it was to big a price to pay. That I was only half a man without them."

"But you were right to think that way," Sinister said. "Humans have ruined this world, they are a contagion that needs to be eradicated. We can do that, together. I can help you Charles. I can give you your legs back. Just say yes, Charles. That's all you have to do, a simple word that will change the world for the better."

"No!" Charles angrily snapped back. "What you said before made me realize that I was wrong. I am what I am today because of my environment, what has happened to me in my past has molded me. The bad things, the good things, my friends, my family, even my enemies. Everything that touched me in my life made me what I am today. Losing my legs is now a part of my life. It increased my power, made me stronger…" he punched his chest, "…on the inside. I needed to be a good leader…I needed to be humbled. I needed to take what fate has given me and embrace it. So my answer to you, Mister Sinister, is that I think I shall decline your offer. I am not crippled, I've just lost the use of my legs. And I would not change anything in my life, even if you gave me an offer of a thousand brilliant futures. I like me, and I like what I am."

Erik's image began to clap, "That Charles, is what you've needed to say for so very long. You no longer need me now." Slowly he began to fade away, for Charles was whole now. He had finally accepted what had happened to him, this was his future. Good or bad, it was now his life.

Sinister crossed his arms. "A pity Charles, I hoped that this would have gone the easy route. Oh well, I have tried to be a patient man. Just to let you know, it seems that you are an excellent teacher."

Charles eyes lit up, "What are you talking about?"

Sinister slowly walked towards the center of the room. Charles could see this room was not just used for operating. He saw many devices that he was sure Hank would love to fiddle with.

"Your X-men as you call them are coming here. Most remarkable, I have no idea how they found this location. They are persistent aren't they."

"Frost's betrayal's grows," Charles angrily replied.

Sinister spun around, and looked at Frost, she remained quiet. "Oh but she was not the one to let me know. You see I've had a little spy in your ranks, Professor, a sleeper that I've kept constant track of. He's been a little experiment of mine since he was a boy."

"They would never betray me," Charles countered.

"Regardless, things have changed now. I no longer have the time I need to accomplish my ends. My agenda has been hastened, I need to break down that block of yours before they arrive."

Charles gasped as Centurion suddenly covered his mouth with a cloth. Immediately his head began to swim. He clawed at Centurion's hands, he struggled to fight the effects, but the chemical in the cloth was to strong. He fell limp in the chair.

"Place him on the table, if you please, Centurion," Sinister said.

Lifting Charles from the chair, he carried his limp form to a table. Peter scrambled after him, he was wringing his hands in worry. He stood by Charles side as Centurion quickly began to strap him in, Sinister did not want to take any chances that Charles would be able to fight off the effects of the chemical he used to disable him.

"Why are you doing all this?" Frost demanded. She rushed towards Sinister. "Haven't I done all that you've asked of me?"

"Yes my dear Emma, that and much more."

"They why do you still insist on wanting him? I'm here, Sinister. I've given you everything you've needed. What does he have, that I don't have?"

"In one word my dear Emma….loyalty." Strapped in, Sinister stood over Charles. He placed his hand on his head, gently stroking him. "Charles Xavier is a rare man. He puts himself, his life above others. His loyalty runs true and deep." He looked up and glared at Frost. "A trait my dear, that I'm afraid is not part of your make-up. Your true colors have come through time and again. Changing your loyalty from Shaw to Magneto, and then again to me."

"With Charles I have something there that I can work on. I can twist his loyalty towards me. He will be my most faithful and in time, my most powerful ally. But you Emma, there is not a loyal bone in your diamond body. Your only concern is for you and you alone, and that will not do in the world I am creating. So to answer your question, no Emma, you are not like Charles, you are nothing like him!" Sinister hissed.

Emma's eyes grew wide, she struggled against the cloth that Centurion wrapped around her face. The chemical placed in it worked just as quickly on her as it did on Charles. In seconds her body went limp. Sinister turned his attention back to Charles.

"Lock her up until I'm ready to work on extracting her mutant genes," he ordered Centurion.

Throwing her over his shoulder, Centurion nodded his head at Charles. "Will you be all right alone with him?"

"Oh yes," Sinister purred. He gently stroked Charles hair. "We'll be just fine."

Centurion quickly exited the room, taking Frost to her Cell. Sinister checked to make sure the restraints were tight. Pulling one from under the table he strapped Charles head down.

"I wanted it to be your choice, Professor, it would have been so much better that way, but your will proved to be much stronger than I anticipated." He saw Charles eyes flicker, slowly they began to open. He looked up and saw Sinister standing over him. He struggled as he found himself restrained. "Just relax, Professor, we have little time and I have much to do."

Sinister slowly took off the halo he wore. "I'm so very sorry Professor, but it appears that you will be one of the few to experience my most special gift." Charles saw Sinister's red eyes changed, they grew lighter until they were just as pale as his creations.

They soon grew so light that he could swear they were glowing. Sinister stood over Charles, his eyes seemed to bore right into him. "There is a fine line between loyalty and fear, Professor. I've learned that over the years. I have to find your greatest fear, and use it to give me your unquestionable loyalty. Now I just need to….," Sinister lifted his hands, he touched his fingers on either side of Charles head. As his eyes glowed brighter, Charles let out a scream that filled the room. He felt as if Sinister's fingers were reaching into his mind, manipulating it. He closed his eyes and tried to fight it.

He heard Sinister laugh, "Yes, fight me Professor, you are a worthy opponent, but in the end you will be my finest creation."

Centurion stopped, he heard Charles screams coming from the lab. He continued on, once his master was done there would be a new addition to their family. For now he had to get rid of the old one.

Charles screams drifted through the caverns until they reached a small cell. Magneto immediately stood up. He could hear the agony in Charles screams, the pain cut right into him. His power increased as his anger grew with each cry of pain. As his power increased the electricity in the bars began to dance from bar to bar. Magneto's shouts of pain joined Charles, as the lightening mutants began bombarding the cell.

Magneto fell to his knees, he fisted his hands, and struggled to fight back, but it was to much for him. Falling on the floor he fought the pain, as the screams filled his mind.

Sinister dug his finger's deep into Charles head, his eyes glowed brighter as he searched into Charles mind. He had to find something he could use, had to find Charles greatest fear.

Charles battled to keep Sinister out. He felt as if snakes were crawling into every corner of his mind. Sinister was searching for something, and he would not stop until he found it. Charles struggled to stop Sinister but his resistance was fading, as he felt himself fall deeper into a dark pit, he suddenly saw a light. He heard a voice say, _"Help, friend."_

Sinister dug deeper into Charles mind, his mutant's previous sessions had managed to crack a door open, he just had to find it. He felt Charles fighting him. It was not going to be easy, but then he knew this from the start. Charles Xavier's will, was the strongest he has come across his entire life. He would make an excellent ally. Sinister struggled to go deeper into Charles mind, but he was constantly coming up against walls and blockades. Just as he was about to give up, he sighed in relief as he found the open door. It was a memory of Charles. A very strong memory hidden deep, so deep he knew it had to be important.

"Yes, Charles. I see that you have a dark secret, one that you have kept hidden, locked away for some time now." Sinister concentrated harder. His eyes glowed brighter as he worked on opening the door wider. "Why is it hidden Xavier, why keep it locked away for so long?" he grunted, as he strained harder to break the wall. He could feel a weakness flush through him, Charles fighting back. He began to fear that perhaps he was to strong, then it happened. He felt the barriers shatter, the door opening to allow him in.

Sinister closed his eyes, and stepped into the hidden memory. He saw Charles as a young boy, sitting in front of his mother in the kitchen. She was angry with him, very angry.

"Eat it," she shouted at him.

Charles shook his head, the food on the plate was everything he hated to eat. "When you are grown up you will have to do things you don't want to do. I am trying to make you a man, now eat it."

Charles bit his lower lip and shook his head. "Very well," she jumped up and grabbed his arm. "It's time to teach you another lesson." She dragged him out of the kitchen and through the halls of the mansion,

Charles dug his heels in the rug, "Please mother, not again, please don't do it."

"Enough! I'm sick and tired of your whining. Now stop crying like a baby, this is going to make you a man."

She pulled him into a dark room, Charles screams turned frantic. He begged and pleaded with his mother, but she was to strong. She pulled open a closet door and threw Charles inside. He slid on the wooden floor. His hands gripped the wood, scrambling to get up his screams took on a different pitch as the door was slammed shut. He was plunged into total darkness.

"No mother," young Charles screamed. "Please, let me out. Let me out!"

"You are going to stay in there until I say you can come out," he heard her scream back. He listened carefully as her footsteps faded.

Charles pounded on the door, he screwed his eyes shut and continued to scream until he was hoarse. He shook and cried himself to sleep in the darkness of the closet. Sinister saw Charles in his later years, avoiding any dark rooms, it was a fear that increased, as he grew older. It grew so strong that he locked it away in his mind, forgotten it even existed, until today.

Sinister pulled out of Charles mind, he had to step back and catch his breath. It took a lot out of him to break into Charles hidden memory. He laughed with relief, this was exactly what he needed, he could use this. He took a step forward and breathed in. It always weakened him when he used his power. Shaking it off, he took in another breath. He was so close now, so close he could taste it. "So, you fear darkness, my friend, being locked up, abandoned." He knew now how to turn Charles loyalty towards him.

Stepping closer he again dug his finger's into Charles forehead, but this time he had a different purpose. He entered Charles mind and implanted a new memory.

Charles mother pulled him into a dark room, his screams turned frantic. He begged and pleaded with his mother, but she was to strong. She pulled open a closet door and threw Charles inside. He slide on the wooden floor. His hands gripped the wood, scrambling to get up his screams took on a different pitch as the door was slammed shut. He was plunged into total darkness.

"No mother," young Charles screamed. "Please, let me out. Let me out!"

"You are going to stay in there until I say you can come out," he heard her scream back. He listened carefully as her footsteps faded.

Charles pounded on the door, he screwed his eyes shut and continued to scream until he was hoarse. He was afraid, no one was there to help him. He just wanted someone to help him. Then he felt the door move, it slowly opened, strong arms reached in and carried Charles out. The arms embraced him, he felt safe, loved. Charles looked up and saw Sinister looking down at him.

"I promise you, Charles. She will never harm you again. You will never be alone again." Charles began to cry, "Promise? he asked him.

Sinister hugged the small boy tightly, "With my dying breath."

Sinister continued to change Charles memories, with each obstacle he faced, Sinister was now there to help him through. Through out his life Sinister was there again and again.

Sinister gasped as he pulled back, he was panting and sweating. He never felt so weak in his life. He held onto the table for support. The glow in his eyes blinked out, they returned to their blood red color. He shook his head, this was the worst he ever felt. It was why he rarely used his gift. Each time it always took a bit out of him. It came to a point that he needed to choose wisely when he would use it. The pain in his mind lingered longer this time, dug deeper. He wondered, was it worth it?

Ignoring the pain, he leaned over Charles and searched deep into his eyes. Was it there? Did it work, did he change his loyalty towards him?

Charles light blue eyes blinked, he looked up at Sinister. Then he saw it, yes, it was there. The same look he saw from Centurion, and his Nob's.

"Charles," he uttered. "Tell me now, do you swear your allegiance to me?"

He wanted to cry as he heard Charles say, "With my dying breath."


	22. A Test of Loyalty

X-Men: The Winds of Change

By Ldynwaitin

Chapter Twenty Two

A Test of Loyalty

Sinister heard the words, but he had to be sure, sure that his loyalty was true. He slowly began to undo the straps that held Charles to the table. Sinister heard Centurion enter the room.

"Good timing, help me with him."

Once Charles was released, Centurion carried him back to Alessia. Peter rushed behind her. Charles looked up at Sinister. It was a look of innocence.

Sinister smiled down at him, "Charles, I need you to do something."

"Of course, what do you need?" he asked.

"Come, I will show you."

Sinister quickly left the room. Peter followed him, pushing Charles. Sinister had to control his steps, he wanted to run but knew it would not look proper. It all led to this, it would be the ultimate test of his loyalty. He led Charles back to his cell. Once they entered the room Magneto flew up, he stood close to the bars.

"Charles, what did he do to you?" he ranted. "If you hurt him!"

Sinister nodded his head, "Yes, the strong bond of friendship is there." He looked down at Charles. "But the question is, is it still within you?"

Sinister walked behind Charles, bending down he whispered into Charles ear. "This is why I brought him here. He is your closest friend, your loyalty to him is strong and runs very deep. I knew that he would be the supreme test for your loyalty to me."

Standing up, he sternly said, "Charles, he is a threat to me, to our future world. Kill him."

Magneto laughed, "Charles would never…" he choked as he felt an intense pain on the back of his head. Charles was staring at him, his finger firmly planted on the side of his head.

"I'm sorry Erik," Charles calmly stated. "But Sinister is right, you have to die."

Magneto clutched his head, he clenched his teeth as a burning pain screamed through his head. His eyes rolled up and he fell to the ground. His body twitched and shook, and then stopped. A gasp of air escaped from his lungs, his breathing stopped and he moved no more.

Sinister's voice shook, "Centurion, check to see if he's still alive."

Opening the cell, he turned Magneto over. Placing a finger on his neck, he checked for a pulse. "He is dead."

Sinister could no longer contain his excitement. "Charles, that was so fast." Charles looked at him with concern. "Was it not to your satisfaction?"  
>Sinister madly laughed. "Oh no, Charles, I am very satisfied." Charles sighed in relief. "I'm glad then."<p>

Sinister patted him on the back, "Well done old man, well done. Let's go now, we have so much to do, so much."

As he walked out of the room, Sinister saw four Nob's standing outside the cell. "Clean up that mess," he ordered them.

They bowed and went into the room. Peter pushed Alessia, he gave a small glance at the Nob's before following Sinister. Centurion gave the guards new orders. He shoved the Nob's away as he lumbered out of the room. The four Nob's scrambled into the cell and carefully picked Magneto up.

Hefting him on their shoulders, they carried him out of the room. They struggled with his weight as they carried him through hallways, and passages of the huge cavern. They brought him past the lab, and down several corridors. They silently moved down the dark passageways, shifting his dead weight as they followed Sinister's orders. Moving through a dark and humid tunnel, their feet splashed in puddles formed on the cavern's floor. Coming to the end of the tunnel, it opened up to a small cavern.

The dark cavern was filled with Nob's. Magneto was carried to the far side of the cavern. They gently lay him down on the cavern floor. The Nob's in the cavern all sat down on the floor in front of him, and waited.

Beast circled the plane above one of the glaciers that surrounded the mountain. He listened to the pinging on his tracking device. Once its pings began to go faster, he knew he'd found Alessia. He searched below for a place to land. He saw only ice.

"That's Blue Glacier," Scott told him. He pointed ahead. "It's the widest of the seven glaciers that surrounds Mt Olympus."

"To me it looks like a good landing spot," Beast said. It was not going to be easy, but he really had no other choice. "Everyone strap in," he shouted.

"Careful," Scott warned Beast. "There are a lot of seracs in the glacier."

Throwing him a confused look Scott said, "Deep crevices, I had a girlfriend here that loved to climb the glaciers. She told me a lot about them."  
>Beast nodded his head, "As I said, it's a good thing I let you live. Hold on."<p>

Beast began adjusting the flaps on the plane, and pulled it into a landing. From above the glacier looked smooth, but once he brought the plane closer he noticed it was pitted with cracks. Searching ahead he notice a smooth patch of ice, he aimed the plane straight for it. He pulled the flaps hard, forcing the plane to come down quicker, the smooth patch of ice was not as long as he'd hoped. He would need to hit the brakes as soon as he landed.

Once he felt the wheels touch down he slammed on the brakes. Everyone in the plane was pulled into their seats as the plane braked hard. Beast pulled hard on the brake, the mountain ahead was coming up fast. Adjusting the flaps he gave himself more drag, bringing the plane to a full stop.

He lunged forward as the plane jerked to a stop. Looking ahead he noticed that he was just a few feet from the edge of the glacier. He winked at Scott, "As soft as a baby's bottom."

He began clicking buttons, the plane's engine's hum grew fainter until it stopped. Beast picked up his tracker. He scanned it back and forth. "Alessia is just ahead, by about four miles."

"That's the east peak of Mt Olympus," Scott said. "Mt. Mathias is to our left."

"You must have really liked that girlfriend," Beast said.

Scott blushed, "Well I was thinking of getting in touch with her, once this was done."

"If you do, thank her for me," Beast said. Moving out of his seat, he walked back into the plane. Everyone was in the process of getting ready. Beast hung his hand on a strap that hung from the ceiling. "We're as close as we're going to get in the plane. From here on we need to go on foot. The tracker said Alessia is four miles that way." He pointed towards the front of the plane.

Cyclops stepped up. "It's cold out there, and we're sitting on a glacier. All of us are going to need to rope up. Glaciers are not exactly hospitable to climbers. We'll need to look out for each other." Cyclops noticed Beast glaring at him.

"What can I say, the winter nights are long here, lots to talk about."

Beast nodded his head, "Now I know why the Professor keeps telling me to be quiet." He clapped his hands, "Let's get going guys."

In the back of the plane they all found heavy coats. As the pulled them on, Beast dug into a box, and pulled out copies of Cyclops visor.

"What are those for?" Banshee asked. "He only needs one."

"These are for us," Beast said. "I know a thing or two about being up here, too. One of the biggest hazards is snow blindness. I didn't have much time to make any real snow goggles. UV light reflecting off the whiteness of the snow is the cause of snow blindness, so I figured the red quartz that Cyclops uses was perfect to block out the harmful light. These are his Visor prototypes, and extras. They should still get the job done."

He started handing out the visors, he had two left when he reached Cyclops. "These are for the Professor and Magneto. It's a good thing I made so many extras. I think the red quartz should be more than enough protection. "

Cyclops agreed, he began searching in the back for the cords of rope they would need. Snapping her parka shut, Mystique cracked the door open. Immediately a roaring wind filled the plane. She looked back, the mood in the plane was tense.

Angel and Riptide were only there to help find Magneto. Beast, Havok, Banshee, and Cyclops was there to find the Professor. The Donahue's were there for their father. As to why she was there? She was torn between Magneto and Charles. But until they were found she would work on making sure everyone here was on the same page. That page was finding their loved ones.

Cyclops looked out, his visor also protected him from the force of the wind. Beast slammed a button - stairs began to unfold out. Once they hit ground Cyclops rushed down the stairs, Beast, Havok and Banshee joined him. The wind here was brutal. Beast began to search the area. He was surprised how well the red quartz worked. Everything seemed to be enhanced. Searching he spotted something in the distance.

Cyclops waited for the others to leave the plane, he noticed Beast staring off into the distance. After everyone got off, he saw Beast hadn't moved.

"What are you looking at, Beast?" Cyclops asked him.

Beast nodded his head, "I see..."

"See what?" Cyclops asked him.

Shaking the snow off his body, he pointed to the left. "I see a plane. I can just make it out, it's hidden under an overhang. I knew this section of the glacier looked a bit to smooth. This is a prepared landing strip."

"Prepared by who?" Banshee asked.

"That's what we've got to find out," Havok said.

Mystique stumbled to Beast's side and tapped the tracker. "How far are they?"

Beast studied the device, he pointed ahead. "It's going to be a four mile hike, think you're up to it?"

Mystique pulled on her gloves, "Try to stop me."

Everyone was now out of the plane. Nelson and Benny had crossbows strapped to their backs, as well as two rifles.

Havok nodded to the Donahue's, "They have their weapons, we have ours."

Beast made sure everyone was tied together before they left. He gave each of them an eight-foot gap of rope. Finished, he looked worriedly up at the sky. "Hopefully this will let up, for now we're going to have to work through it as best as we can." Beast gave Cyclops the tracker and pointed south. "After you, Girlfriend-that's-an-expert."

Cyclops took the lead. The snow on the glacier was ankle deep. He guessed it should take them two hours to get to their destination. Magneto was kidnapped over 14 hours ago, the Professor nearly three days. And they still had two more hours until they reached them. That was a long time for a lot to happen. He prayed that they would be able to get to them in time.


	23. Goliath and the Beast

X-Men: The Winds of Change

By Ldynwaitin

Chapter Twenty Three

Goliath and the Beast

Havok struggled to walk through the heavy snow. The winds had died down, but he swore the temperature dropped ten degrees. He'd never been this cold in his life. "How much further?" he shouted.

"Five minutes shorter than the last time you asked me," Beast barked back. They had been walking for nearly an hour now. The closer they got, the more anxious they became. They really had no idea what they were walking into. Cyclops held the tracker firmly in his hand. This was the only way they were going to find the Professor and Magneto.

"Half way there," Cyclops declared.

"I wish I could change into something that can take the cold," Mystique said. She shivered, and tried to hug herself warm.

"I swear, if we end up finding an empty Alessia sitting in a pile of snow," Banshee grouched. "I'm going to yell so hard, I'm bringing half the mountain down."

Don't worry guys," Beast said. "I'm sure we're on the right track."

They were walking through a narrow passage, surrounded on both sides by a steep rock face. Beast suddenly stopped, he held his hand up, "Wait,' he hissed. Everyone came to a stop. Beast turned his head, he seemed to be listening to something. Suddenly he crouched down, "Hide everyone," he whispered. "Riptide, hide our tracks."

Beast ran towards large boulders. They quickly followed him. Riptide fabricated two small tornados. They both jumped to the ground. One followed them, the other whirled down in the direction they had just walked, obliterating their tracks in the snow. Hiding on the other side of the boulder, they waited.

"We need to see who's coming," Cyclops said.

"How are we going to do that?" Beast snapped back.

Cyclops ignored Beast's short reply. He looked at Raven, and how the snow blended into her parka. "Mystique, think you can camouflage yourself as white as the snow?"

"No problem," Mystique, softly uttered.

Her clothing instantly began to change, from her feet up she turned bright white. Against the snow it looked like she was disappearing. Even her face and Cyclops visor turned pearl white in color. She untied her self, and crouched down into the snow, she slowly inched her way around the boulder until she was able to look in the direction they were walking. She froze when she saw a large man tramping in the snow. He easily moved in the heavy snowfall. Four snowmobiles pulling up behind him. Two men sat on each snowmobile. They were dressed the same as the Marauders that attacked them at the Steel Mill.

The large man slowly moved through the snow. He stopped for a second. Bending down, he picked up the snow and threw it in the air. It slowly drifted away. His head scanned the glacier. Mystique could swear he was looking straight at her, yet he did not see her. She looked into his eyes, they were as pale as her skin right now. A dead white.

Pulling a gun out, the man waved it ahead. Mystique breathed again as they started moving away. Once they were out of sight, she made her way back to the others.

She retied the rope to her waist. "I saw eight of those Marauders and Goliath junior searching for something. Now I wonder who they're looking for."

"One guess," Beast said. "This means we need to step up the pace, guys,"

"And keep an eye on our backs," Benny said. She pulled her gun out. "This guy," she asked Mystique. "Did he have white eyes, almost dead looking?" Mystique nodded her head.

"Then we need to keep all our eyes on our back. That was Centurion. I've seen him in action. Believe me you do not want to tangle with him."

"Okay," Havok said. "Tip of the day, do not tangle with mini-Goliath."

Banshee looked up, "Hey, I got an idea."

"Is it like the last one?" Havok groaned.

"It would have worked," Banshee countered. "Just needed a longer extension cord."

Havok shook his head as Cyclops gave him a curious look. "Don't ask."

"We can block this passage with that boulder." Banshee pointed to the top of the rock face. A large boulder sat precariously at the edge. This must have been where the boulder they hid behind came from. It was large enough to block the narrow passage.

They all ran to the other side of the passage. Banshee looked up and let off a sonic scream. It moved quickly through the cold air, and hit the boulder. It rocked and shook but did not come down. Cyclops kneeled down on one knee and opened his visor. He blasted out a large chunk of rock just under the boulder. With another kick from Banshee the huge rock began to tumble down.

It rolled in the air and landed with a large thud on the glacier floor. The rock was just large enough to block the entrance.

"Great idea, Banshee," Havok said. Just as he finished his statement they heard a rumbling, then they saw more large rocks falling off the mountainside. They fell on top of the first rock, rolling off it, they began to tumble towards them. They all found they literally had to run for their lives. They did not know that more boulders were hidden behind the first one. Soon giant boulders were raining down on them. They scrambled and fought to keep ahead of them.

As they ran they heard a cracking sound ahead. "Seracs! I mean, crevasses ahead," Cyclops shouted. They all saw a huge crack in the glacier. It was growing wider right before their eyes. Beast looked back. Four giant boulders was rolling towards them, there was no going back. Dipping his head down, he sprinted straight for the crack.

Still tied together, the others had to follow him, but they were not as quick as him. Several of them stumbled. Beast didn't want to, but he had to slow down, otherwise one of them would fall. That would take them all down. Beast kept his eye on the other side of the crevasse. He dug in his feet, practically dragging everyone with him.

He felt his face flush cold when he saw the crevasse growing larger. He knew it was now or never. Coming to the end of the crevasse, he leaped into the air. Everyone screamed as they were forced to follow him. Beast's arms wind milled in the air as he tried to extend his jump as far as possible. Stretching out his arms, he dug his claws into the snow on the far side of the crevasse.

He roared as he felt the entire weight of the eight bodies behind him. He dug in his feet and just tried to hold on. "Angel, Banshee…help me!" Beast groaned.

Angel was hanging in front of Mystique. Mystique struggled to get her coat off. Once it was off she began to flutter her wings. In the middle of the group it brought small relief to Beast. He still could not bring himself up over the edge.

Banshee was near the bottom of the group. His rope creaked as he looked down into the crevasse. Even though it was still light out, he could not see the bottom. "I don't have anything to push against," he shouted to Beast.

"Let me try something," Cyclops said.

He was at the very bottom of the group. He braced his boots on the crevasse's walls and pushed off. Swinging out, he aimed his light beam just above Havok, who was behind Beast. Cyclops burned a hole into the ice large enough for Havok to grab.

Swinging back and forth, he burned enough foot and hand holds for everyone. Once he was done they were all able to use them to climb up and out to safety.

Climbing out last Cyclops saw Beast bent over, resting his hands on his knees he was trying to catch his breath. He darkly glared at Banshee.

"What?" Banshee panted. "It worked, didn't it? I don't think they'll be following us."

"Oh yeah, it worked great," Havok said. "They can't follow us, and we can't get back to the plane."

"Oh," Banshee sheepishly replied.

"I'm sure we can figure some way to get back," Cyclops said. "For now we need to hurry. The sun is about to set, we don't want to be walking on a glacier full of deep crevices in the dark."

"Not arguing with you there," Beast said.

"Hey look," Banshee ran ahead. He stopped and patted the snow with his feet. "See, they made it easier for us." He was standing on snowmobile tracks. "Just follow the white brick road to Oz."

"Hopefully we won't find a wicked witch waiting for us," Havok said.

"I'll huff and puff and blow her away," Banshee said, with a laugh.

Havok playfully slapped him on the back, "Wrong fairy tale."

Thanks to the deep tracks it was actually easier to move through the snow. They arrived at their destination ahead of schedule. As they approached at first they saw nothing, just a blank rock face. What puzzled them was that the tracks just seemed to end before the mountain.

As they stepped closer, they felt dizzy. Instantly they saw something that was not there before.

"If I didn't see it with my own eyes, I wouldn't believe it," Havok said, in wonder.

"I'm looking at it," Banshee said, "And I still don't believe it."

Once they stepped closer the rock face changed. They saw what appeared to be the front of a Victorian mansion carved right out of the rock. Rock stairs led up to a giant door. The snowmobile tracks were visible now, they led to the right of the mansion.

"Let's keep following the tracks," Banshee offered. "They haven't led us wrong yet." He looked to Beast for approval, he saw him looking up. Following his eye line, Banshee saw what he was looking at.

At the front of the mansion, was a giant bay window. He'd never seen a more beautiful stained glass window. There were gargoyles spread across the glass in brilliant colors. What Beast noticed the most was their light eyes. They were practically glowing. Banshee was about to shout a warning to the others, when Beast grabbed him. "Don't move," he whispered.

Before he asked him why, he saw the answer to his question. The creatures on the stained glass were actually moving.

"What the hell is that?" Mystique said.

She saw the creatures on the stained glass slowly began to blink their white eyes. They were staring right at them. One of the gargoyles open its mouth, the most ear splitting screech came out of its mouth. It burst out of the stained glass, spread out its leather wings and flew towards them.

They all had to cover their ears as the creature swooped down, screeching and howling.

"Banshee, your department," Beast shouted.

Banshee ran towards the front of the mansion. Focusing on the glass, he released a high pitched scream. Its waves flowed forward and hit the stain glass shattering it, but not before four more gargoyles jumped out of the glass.

The gargoyles hissed, and spat out a foul green liquid. It flew at them, landing on the ground it sizzled and burned.

"I hate acid," Beast growled. "Havok…" Beast began to say, until Riptide stepped up. He held his hands out, and began whirling around, creating a giant tornado. "No, don't!" Beast shouted, but it was to late.

"Get out of here!" Cyclops screamed, as the tornado began to sweep towards the mansion. They scrambled back down the trail as Riptide's tornado grew to a gigantic size. It whipped the snow on the ground, turning the tornado white. Beast had to dig his claws into the ground to keep from being swept up into the tornado. He could feel several hands gripping his legs.

In seconds the tornado died down. As the winds slowly whirled they saw Riptide in the center. The snow was completely gone, the glacial ice face was now fully exposed. Several dead gargoyles lay on the bare ice. Riptide proudly grinned at the others.

Everyone screamed as the snow kicked up by Riptide fell back down. Beast slapped the snow out of his blue fur. "Great work," Beast snarled. "Thanks a lot, now the entire place knows we're here by now."

"Hey, he got the job done," Angel shouted.

"Yeah, kill the gargoyles and let the bad guys know we're here, nice job, slick."

"You're all going to get us killed before we even get past the door," Benny said. She pulled out her gun and trained it at the mansion. "I see that we have two choices, front door, or follow the snowmobile tracks. No wait, they're gone, thanks to Mr. Oz."

Beast stepped forward, he looked left then right, nodding his head he said, "Actually we have three options, we can follow them." He pointed to five small creatures standing to the left of the mansion. They were hopping madly, waving their arms to follow them.

Benny pointed her gun at the five creatures, "What the hell are they?"

Beast ran towards the creatures. "I'll tell you later, we don't have time." Trusting him for now, they all followed him. They had no idea where they were going, or if they could trust the creatures, but they knew one thing. Time was definitely not on their side.


	24. An Unwilling Ying…

X-Men: The Winds of Change

By Ldynwaitin

Chapter Twenty Four

An Unwilling Ying…

Sinister had never been happier in all his life. He was practically beaming as he led Charles away from the prison cell. "There is so much that needs to be done, Charles." As he walked down a dark corridor, its metal walls turned to solid stone. Coming to a gate, he anxiously opened it. "Finally the fruit of my labors will be blossoming."

Opening the gate, he walked into a second cavern. This one was bigger than the previous one. Here Marauders and Nob's scrambled around. Several Marauders pushed and shoved mutants into their cells. Sinister shouted at them, "No, don't hide them. They no longer have to hide."

The Marauders stepped back. Two mutants slowly began to come towards Sinister.

"Look Charles," Sinister cooed. "Gaze upon my work."

Two mutants moved closer to Charles. One of them seemed to be made of rubber. The creature had a hard time walking. It was bouncing up and down, the force of the bounces echoed in the cavern. The other looked almost normal, except for his ears. They appeared to be larger than normal. He tilted his head from left to right, anger creasing his brow.

Both stopped in front of Charles. They twitched as Charles placed a finger on the side of his head. Sinister noticed that the face on the large eared mutant began to soften. The rubber mutant softly bounced now, until it stopped.

Charles gently smiled, "I am here to help you," he whispered.

The big eared mutant slapped his hands over his ears and moaned.

"_You must learn how to block out the outside sounds," _the mutant heard Charles say within its mind. _"Try focusing on something else," _Charles told him_. "A sound within yourself. Something that will help you muffle the outside noises."_

The mutant focused on his heart. It was soothing and it calmed him down. It allowed him to actually block out the sounds around him. Charles softly said out loud, "How is this?"

The mutant laughed with joy, the sounds no longer hurt him. His heart was able to muffle them, he happily nodded his head.

"Excellent," Charles praised him. "You're doing fine."

The rubber mutant bounced up and down. It was having a hard time moving. Charles saw pain in his eyes. He studied the mutant. "You have no bones," he said in wonder. "You need to relax, your muscles, your skin is your body now. You need to look to them for movement. Many creatures can move without bones, you can do it."

The rubber mutant stared at Charles, slowly its legs oozed forward. It pulled its body ahead. His droopy face smiled as it took its first step.

"Wonderful," Charles said. "You just need to remember you no longer have bones to support you."

Sinister watched in wonder as he saw Charles teaching his mutants, making them stronger, better. He saw the rubber mutant moving farther, it glowed with pride as he heard Charles praise.

"Very good," Charles said. "You both have done very well. Can I see more?" he asked Sinister. "I want to see more of them. I can hear them calling to me. They all need my help."

Sinister moved closer to Charles. The rubber mutant pulled back, the big eared mutant scrambled away. Clearly they were frightened of Sinister. After what he had witnessed, Sinister knew he was right to put so much merit in Charles Xavier. He was a crucial piece in his game.

"Of course Charles, that's why you're here."

Charles looked around, "This place is wonderful. I never want to leave."

"And you shall not, I assure you." Sinister saw Centurion listening to a walkie-talkie. He hurried over to him. "How close are they?" he whispered to Centurion.

"I am waiting for a report from my duplicate, Sir. He should have met them by now. The plane landed over an hour ago on the Blue Glacier."

Sinister glanced at Charles. "I can't believe they made it this far. But then, Xavier is a good teacher."

Centurion nodded his head, "I assure you, sir. My duplicate will find them, and stop them."

"Don't fail me, Centurion. Charles companions are closer than I want. Frost told me they were just Children. Your duplicate should be able to handle them on his own. With Magneto dead, and Charles now devoted to me, the coming mutants are the least of my worries."

"I made you into the perfect fighting machine, Centurion. Don't disappoint me, I expect you to handle this. I want you to stop them before they come here. Do what ever it takes. But I have just one request…my special project. If it's possible, bring him back here alive."

Centurion bowed at the waist, "This is what I was made to do. It shall be done, Mister Sinister." Standing up Centurion's eyes began to glow. His body vibrated. Slowly it began to blur, then widen. In seconds he began to split apart. One body pulled out of the other until two Centurion's stood where there was one.

"I'm sending another to stand guard in front, sir," Centurion-one said. "They will not enter the Facility." The duplicate quickly walked away.

Sinister returned to Charles, "He can duplicate himself?" Charles asked him

"Yes, that's just one of his gifts that I gave him. Centurion has been augmented several times." Sinister proudly smiled at him. I've made him the perfect fighting machine."

The original Centurion stepped up to stand next to Sinister. Charles noted he was eying him, and not in a good way. Pointing to the retreating Centurion, Charles asked, "Is there trouble?"

"No, Charles," Sinister replied. "Just one of my mutants has escaped. It happens sometimes. Don't worry, Centurion is handling it. Now then, let's go on. I'm sure you will enjoy this next section." He led Charles deeper into the cavern. Centurion made sure at least ten Marauders flanked them. The protection was needed, the hate for Sinister was blatantly obvious by the Mutants.

Sinister looked upon his creations with different eyes now. They feared him, feared the man that created them. He made their life endless pain and agony. But with Charles here, that was changing. He was calming their minds, molding them into the army that Sinister originally intended. With Magneto dead, and once Centurion disposed of Xavier's former students, nothing would stand in his way….nothing!

He saw Charles surrounded by Nob's. He was smiling at them, touching them, talking to them. "Come Charles, I have so much more for you to see."

"Of course," Charles smiled at the Nob's. "I need to go now."

"Charles," Sinister laughed. "You don't need to be so polite to them. I've told you before, I created them to be used as tools."

Sinister was about to slap one of the Nob's away when Charles moved the chair to block them. "Please don't," Charles pleaded. "Go," he urged the Nob's. They quickly skittered away.

Sinister patiently grinned, "This is precisely why I wanted you by my side. You are the Ying to my Yang. Let us go now."

As he led Charles deeper into the cavern, they passed by several of the Nob's, they bowed before Sinister. Once he passed them, they looked curiously at Peter as he walked by, pushing Charles. Staring at him, their heads tilted left, then to the right. They watched Sinister walk away, then immediately scrambled down one of the service tunnels. They ran down it as fast as they could go. They moved through tunnels that grew smaller and smaller. Until they came to a dark cavern, at the far corner several Nob's were sitting on the floor.

They joined the other Nob's. Sitting on the ground, they stared at the man lying before them. Suddenly the man jumped up, he gasped for breath. Bending over, he took in a deep breath, then let it out. The Nob's quickly stood up, two of them brought food and water to the man.

Magneto refused the food, but did drink the water. He rubbed his forehead, there was a sharp pain still lingering. Blinking his eyes, he tried to figure out where he was. The last thing he remembered was Charles mentally attacking him. Looking around he saw that he was in a small cavern, surrounded by Charles new friends. He angrily glared at them, "Will someone tell me what the hell is going on?"

One of the Nob's stepped up, touching Magneto he was shocked to hear Charles clearly say within his mind. _"Erik, they're here to help you."_

Erik stood up, "Charles, is that you?" He searched the cavern, but he only saw the Nob's. One of them touched him again, _"Yes it's me, and it's not easy talking to you. Sinister is watching me like a hawk. I have to keep up my ruse of being his lackey."_

Erik fell to one knee, he clutched the Nob. "Charles, did you just kill me?"

"_I saved your life!" _Charles countered

"By killing me?"

"_Well, maybe just a little bit. I'm sorry, but I needed to convince Sinister that I was under his control."_

Erik rubbed his forehead, "I have to say, the pain you sent me nearly did kill me. Where did you get it from? I've never felt such agony, I never want to feel it again."

"_It's a little something you gave me, Erik. It's the pain I felt when you killed Shaw. But I made sure to just give you a second of what I endured."_

Erik hung his head, the little pain he did send still lingered in his mind. It was an unbearable pain. He could not imagine having to endure that pain willingly. But someone did, it was Charles. When he entered the Submarine, Erik's main objective was to kill Shaw. He never had one thought that Charles would be feeling the same pain. It was then that he realized just how much of a true friend Charles was. Only a friend would endure such pain and agony to maintain his hold on Shaw, and keep him from attacking Magneto.

"I'm sorry, Charles. I didn't know, or didn't want to know."

"_That's water under the bridge now,"_ Charles told him.

"Tell me Charles, what I can do to help you? I'm not going to hide here like a coward."

"_No,"_ he heard Charles gasp_. "I'm sorry, hold on..."_ For an instant, just for an instant Erik felt weakness from Charles. He tightly gripped the Nob.

"Charles, what's wrong, how are you doing this?"

For an instant, Charles showed him. Magneto saw him in the Lab, strapped to a table. Sinister's fingers dug into Charles head. Sinister's eyes glowed brighter as he probed deeper into his mind. His concentration was so focused on Charles that he did not notice Peter by Charles side. Peter's hand tightly gripped Charles arm. He stared at Charles, his pale eyes were nearly as bright as Sinister's now.

"_Help, friend," _Peter thought.

With Peters touch he instantly felt stronger. He found that he was not only able to look into Peters mind, but the other Nob's as well. Charles couldn't believe it, Peters physical connection to him linked him to all the Nob's.

He had a hunch that was the case, but just wasn't sure. Each time Peter touched him he always felt stronger. He now knew that it was a connection created by Peter to the other Nob's. Sinister had no idea what he created. That the Nob's themselves evolved their own power. The only way Charles was able to fend off Sinister's mental attacks was his connection to Peter and the other Nob's. He used their combined strength to fight off Sinister. He then created a false memory, a false fear.

Sinister immediately took the bait. He latched onto the false memory and manipulated it. Charles allowed him to place his manipulated memories knowing that they would not stick. He let Sinister think they were working, that he was changing him. Once Sinister thought that he was done, Peter quickly released his grip on Charles, breaking his connection to the Nob's.

_"I'm using Alessia now to communicate with you through the Nob's,"_ Charles told Erik. _"What I told you in the cell proved to be right. They do have a connection."_ Charles struggled to maintain contact with Erik. _"My X-men are coming, Erik, as well as Mystique, Angel and Riptide. They're about an hour away. Unfortunately, Sinister knows too. He's sent a doppelganger of Centurion after them. You're my knight Erik, I'm waiting to play you when the time is right. Just sit tight, I have a feeling that the next few hours are going to be anything but dull."_


	25. Betrayed, Beguiled and Bewildered

X-men: The Winds of Change

By Ldynwaitin

Chapter Twenty Five

Betrayed, Beguiled and Bewildered

Magneto was pacing furiously. It had been nearly an hour since he last heard from Charles. He hated not knowing what was happening. Suddenly he saw five Nob's quickly run out of the cavern. Minutes later Charles contacted him.

"_Erik, they're here."_

Magneto stopped his pacing. "Who's here?"

"_My X-men, as well as Raven, Angel and Riptide. They've just arrived."_

"Good," Magneto slapped his fist into his palm. "Then it's time for you to play me, I'm tired of hiding in the dark."

_"I've just sent five of the Nob's to fetch them. You can meet them half way in the tunnels, just one other thing, Erik. I found out from Sinister that one of my X-men is linked to him. I have my suspicions, but for now when you meet them do not let them know that I've been in contact with you, that is imperative."_

" A traitor, Charles, who do you think it is?"

Charles hesitated, Erik had a temper, he was one to strike first, ask questions later. _"I cannot tell you now, but be assured that I am working on how to break that link between him and Sinister. He's not dangerous for now, but if he becomes so I will let you know immediately."_

"Fine, speaking of Sinister, what is happening with you and him right now?"

Charles returned his attention back to where he was. They were currently walking through one of the many caverns in the facility. Here Sinister said was where he kept his most dangerous mutants. Charles saw heavy bars, and heard inhuman growls and screams coming from behind the bars. Charles main objective still remained the same. He had to find a way to stop Sinister from creating a mutant that carried a gene that could kill off nearly the entire human race. He knew of only one way to get him back to the lab. He had to accept Sinister's ultimate offer.

Sinister was explaining to Charles the properties of the mutant imprisoned in this cell. "Mister Sinister," Charles said. "I'm sorry to interrupt, but I was wondering if your offer still holds?"

"What offer is that?" Sinister waited to hear him say it, to accept it, to finally prove to him that he was under his full control.

"My legs," Charles looked down on them, then he looked hopefully at Sinister. "You said you could fix them, can you…can you do it now?"

"Yes," Sinister nodded his consent. "It was never rescinded."

"Oh, thank god," Charles signed in relief. "If it is possible, could we start soon? I am tired of being pushed around, I want to stand on my own two legs again."

Sinister patted Charles on the back, "And so you shall, so you shall." Turning on his heels, he quickly walked back they way they came. Peter had to hurry to keep up with him.

Charles knew he needed to keep this from Eric. He could not know the reason he used to bring him back to the lab. But to save his X-men, Magneto had to be with them. Alone they could never stand up to Centurion and Sinister's Marauders. For now, he would have to lie to Erik. For he knew he would not hesitate to try and stop Sinister from experimenting on him.

_"I managed to talk him into taking me back to the lab,"_ Charles told him.

"How did you manage that, Charles?"

_"Actually it was quite easy. I appealed to his ego. I told him I wanted to see how all this began,"_ Charles quickly replied.

"Really?" Erik said, suspicion lacing his tone.

_"Yes, really, I'm sure I can keep him busy for hours talking about his work. I should be fine. In that time I need you to find a way of releasing the mutants Sinister created. They're under…"_

"I'm doing what?" Erik angrily shouted. "Oh no, Charles, that's not going to happen. As soon as I meet the others we're coming for you, and this facility is going down in flames."

_Please, Erik_." Charles pleaded. _"You don't know the anguish I've felt, the agony that these hybrid mutants have had to endure. Most of them were captured, experimented on against their will. They did not ask to be here. I made a promise that I would help them. They don't' deserve to die here, although most of them have asked me to do just that, to end their agony and anguish. We need to help them escape from here, and destroy Sinister's gene bank. We need to stop him from creating more monstrosities."_

"I don't like this, Charles. I don't like this at all," Erik angrily replied. "You're alone with the creator of this mad house.'

_"No I'm not, Peter is with me."_

"He's not going to be any help to you." Magneto's frantic pacing returned.

"_I, help," _they both were surprised to hear Peter say.

Charles felt Peter's hand touching his shoulder, _"I help, we help."_

"_Of course you will, thank you, Peter. See Erik, you don't have to worry about me."_

"That's very reassuring, Charles, a promise of help from your abductors creations. Even if I do help these hybrid mutants escape. What do we do with them? Your mansion is not big enough to hold them."

_"Then you'll do it?"_

"I'm still thinking about it. Did you figure out how we're going to break out these fabricated mutants, save you and destroy this place?"

"_You didn't mention Sinister."_

"He's already on the top of my dance card. Now tell me, what do you have planned?"

_"Well to tell the truth, I haven't really figured that part out yet. Sort of winging it."_

"Well when you get tired of flapping, let me know. I'm off to meet the others. And Charles…"

"_Yes?"_

"Promise me you'll let me know immediately if things go bad."

"_Of course, you'll be the first to know." _Charles hesitated, they were just leaving the second cavern, heading back to the lab. Sinister was ecstatic about getting started. Centurion walked just behind Sinister. He glanced back at Charles. He saw a cryptic smile on the large mutant's face. He wished he could read him, then he noticed something. Something that he missed earlier when Centurion split apart, the halo that he wore looked different, then he realized it was a copy of the halo. He wondered if this would affect the way it worked. He kept his head down as they walked down dark corridors, hopefully this could be a mistake that he could profit from.

"_Heading back to the lab,"_ he told Magneto. _"Please go now, there isn't much time."_

"Be careful, Charles," Magneto hurried out of the cavern, the Nob's in the cavern all followed him. They silently moved through the dark tunnels. Magneto had no idea what they were going to do. This was Sinister's house, they had to play by his rules. The only thing they had going for them was Charles being on the inside. Magneto softly whispered, "As you put it Charles, the next few hours will be anything but dull."

Beast followed the small creatures. They led the humans into a narrow corridor. Coming to the end they stopped just in front of a solid rock wall. Touching the wall Beast saw a large hole begin to open in the rock. Once it was large enough for them to go through, the creatures waved their arms, urging them to go inside.

Mystique held onto Havok, "Are we really going in there?"

"It's inside this mountain, where we wanted to go," Beast said. Without hesitation he rushed through the opening. Cyclops followed, with Banshee and Havok. Benny and Nelson were right behind them.

"We going?" Angel asked Mystique.

She glanced around, taking in a deep breath, she said, "Yes, but let's hold back, if we're walking into trouble I want them to walk into it first."

Once they walked through the hole, the creatures inside touched the rocks, closing the hole they created. Ahead in the tunnel they saw a bright light. They rushed towards it, coming out into a larger tunnel. The creatures rushed ahead, leading them down the tunnel. They were all thankful that a warm breeze flowed through the tunnel. Pulling off their hoods and visors, they were actually able to open their parkas.

It felt as if they were walking for hours when they heard a sound ahead. They could hear bare feet slapping on the ground. Seeing a curve ahead, Beast immediately stopped, he pulled everyone to the side. They plastered themselves to the wall as the five creatures kept walking. Cyclops placed his finger on his visor, he was about to press his button when he heard…

"What took you so long?"

Immediately everyone recognized the voice. Mystique ran down the tunnel, turning the curve she saw Magneto standing in the tunnel. She nearly jumped on him, hugging him tightly she whispered, "Don't ever do that again."

Magneto softly replied, "I missed you too."

Standing back, she noticed something. Grabbing a bag that she had been carrying, she pulled out Magneto's helmet. "We found this back at the steel mill. I thought you'd want it back."

Magneto immediately snatched it and placed it on his head. He did not want to take a chance of Emma getting into his mind. He never realized how naked he felt without it. He saw Charles X-men, as well as Angel and Riptide. He also saw something that Charles failed to tell him.

"What are they doing here?" he hissed. He pointed at Nelson and Benny.

Beast stepped in front of them. "Their father was taken too," he said. "We're giving them the chance to rescue him."

"If he is here, he does not deserve rescuing. He is a menace to all mutants."

Benny stepped around Beast, "You won't find a better hunter, my father was the best. He trained us both. You'll be needing us, for we have an advantage, we've been here before."

"What the hell?" Havok shouted. "Why didn't you tell us you were here before?"

"I had no idea where it was located. We came here by plane, we were never told where we were going. All I knew was that it was cold and in the mountains."

"When were you here last?" Magneto demanded.

"It was over a year ago, when my father made a deal with this Mister Sinister. We stayed here a couple of days. What I can tell you about the place is that it's huge. He has an entire complex dug out into the mountain. He called it 'The Facility'. I saw two caverns, but he said that he had lots of room for his creations. He told my father that he was going to help him change the world."

Benny pointed ahead, "From the smell drifting down the tunnel I can tell you that we're near the second cavern. In that are mutants that Sinister created."

"Then that's where we're going," Magneto said. "We need to find a way to help those mutants escape from this horror."

"What about the Professor?" Beast asked.

Magneto eyed Charles students. He looked at each one in the eye. He craned his neck and looked back, but only saw Angel and Riptide.

Fisting his hand, he snarled, "One of you is missing."

Beast sighed with relief, "Okay Professor," he said out loud. "It was Cyclops, and he's headed your way."

"What?" Mystique said. "How long have you been in contact with him?"

"Since we landed," Beast said. He recalled the first time Charles contacted him. It was when they first exited the plane. Staring up at the mountain, he was searching the area, until he heard something that nearly made him jump.

_"Beast, don't jump,"_ he heard Charles say.

Beast kept his eyes trained ahead. _"Professor, is that you?"_ he mentally asked.

_"Hank, do you know another male telepathic? Because I'd love to meet him."_

_ "No, Professor, just very surprised to hear your voice."_

_ "I have to say, I'm very proud of you and the others. How were you able to find me?"_

_ "Alessia," _he explained._ "Frost used her when she took Magneto., I had a tracer built into her, in case anything happened to you."_

_ "Well done, Hank," _Charles said._ "But look, I don't have much time. I need to let you know that the man that kidnapped me knows that you and the others are here. His name is, Mister Sinister."_

_ "How is that possible, Professor?"_

_ "I'm afraid that we've have a traitor in our midst, Hank. Someone that had a run-in with Sinister as a young boy."_

_ "What? Who is it, Professor?" _Beast snarled. He saw Cyclops looking at him, he continued to stare in the distance. It was then that he actually saw something important, a plane hidden ahead.

_ "I am not 100 percent certain. For now, I don't want anyone to know that I've made contact with you. I knew that you were the only one I could truly trust. I've seen your entire childhood, as well as Banshee's. But Havok and Cyclops, their childhoods have always been blocked to me. I'm afraid it may be either one of them. Listen to me very carefully. I am being held by a very dangerous, and demented man. His evil aspirations makes Shaw look like the Pope. Magneto is safely hidden within this place Sinister calls, 'The facility'."_

_ "How did you do that, Professor?"_

_ "Well, to tell the truth, I actually had to kill him. But don't worry, he's quite fine now, fully recovered. I need you to lead the others to the facility. Once there I'll send some friends that will take you to Magneto. You'll know them by their white skin and light grey eyes. Once inside I should be easy to find, I'm actually sitting on Alessia, Sinister is unaware of what she can do. It is because of her that I'm able to contact you."_

_ "Professor, what about the traitor?"_

_ "Beast, I believe that he is unaware of Sinister's hold on him. For now he is not a threat to you or the others. I'll try to help you as much as I can. I...I need to leave now, there is much happening here. I'll keep in touch."_

Beast quickly told them the gist of his conversation with Professor X. "Cyclops," Havok said. "I can't believe he would betray us."

"The Professor said he wasn't aware of Sinister's hold on him. That's why I didn't tell any of you where we were going, or that the Professor was in contact with me."

"It's a good thing you did," Magneto said. "Sinister believes that he has total control over Charles. His only contact with me has been through the Nob's."

"The what's-it's?" Banshee asked.

"The Nob's." Magneto pointed to the small creatures. "They're Sinister's creations. But somehow they've changed since Charles came here. He, well honestly I believe he made them smarter."

Beast jumped up as he heard Charles say, _"Beast, is Magneto there? I can't contact him."_

"He's wearing his helmet," Beast told him.

One of the Nob's touched Magneto, immediately he heard Charles say, _"Erik, you must hurry, there is not much time."_

Magneto wanted to pull his arm away, he did not like how Charles was able to contact him with the helmet on, but he knew for now, he was not a threat to him. "We're going, but a warning, Charles. Your traitor is on his way."


	26. A Fit Reward for a Traitor

X-Men: The Winds of Change

By Ldynwaitin

Chapter Twenty Six

A Fit Reward for a Traitor

Charles sadly shook his head. _"I feared it was Cyclops. I'm just glad he left before the others caught up with you. Sinister is still unaware of my ruse. Hurry, I will endeavor to keep Sinister busy for as long as possible."_

Once Charles pulled back, Magneto shoved the Nob away. He didn't like how Charles still found a way to communicate with him. He would allow it, for now. Returning his attention to where he was, Charles saw Sinister leading him down a corridor. He was taking him back to the first cavern. As he followed him, Charles tried to think of how Cyclops could have betrayed them. When he first tried to probe his mind, he found a part of it was blocked to him. This had to be the work of Sinister. He went through every memory he had of Cyclops stay in the Mansion. He had no idea how much time had gone by, until he heard Sinister say, "Ah, we're here."

Looking up, he saw they had reached the lab. Sinister nodded his head and motioned for Charles to enter first. Peter wheeled him in, he refused to leave Charles side. Several Nob's also skittered into the room, they stood in a dark corner. Sinister strutted in, he stood in front of a row of refrigerators. "You see before you the accumulation of a mutant gene bank that I have been working on for many years."

"Really," Charles said. "How long have you been here? It must have taken you a long time to create this place."

"For nearly forty years now. Creating it actually didn't take long. The Nob's have a special gift. They can manipulate rock. They created this entire complex in a few short months."

"They are remarkable," Charles sighed. Peter was standing next to him, he smiled at Charles.

Sinister shook his finger in a scolding way. "There you go again Charles, praising something that I created on a whim." Charles noticed several more Nob's silently walking into the lab, they joined the others that stood in a corner.

"Look upon this." Sinister motioned to the row of refrigerators on the wall. "This is my true masterpiece. There are hundreds of mutant genes preserved within this room. I can literally create and design any kind of mutant that I want." Smiling he added, "What we want. Speaking of which..."

Sinister walked towards the tables. It was then that Charles noticed that someone was strapped to one of the tables. His face was looking away from him. Lying on his back, Charles saw thick black stitches used to close an incision made under the man's head.

"This is my latest work," Sinister enthused. He grabbed the man's head and turned it. Charles was shocked to see that the man was Neale. He moaned as Sinister began unstrapping him from the table. Centurion vibrated and separated. His copy rushed to the table and lifted Neale up.

"This is how I deal with traitors," Sinister told Charles.

Neale wavered where he stood. His eyes were heavily hooded. He felt dizzy, the last thing he remembered was Sinister telling him that he would make him live his worst nightmare. He felt strange inside, his legs seemed weak, as if they could no longer hold him up.

Sinister stood in front of Neale, "You dared to double cross me?" he angrily spat out. "I told you to bring every mutant here, especially him." He pointed to Charles. "But you not only chose to keep him for yourself, you were going to auction him off like Chattel. I do not tolerate disobedience, Neale."

Neale became frightened as he felt a deep pain inside his bones. "What did you do to me?" he gasped.

Sinister coldly smiled, "I needed to devise a way to set you as an example, Neale. So I searched into your mind, it was quite easy, actually. I found your dirty little secret. You are a coward, through and through, a spineless worm, a yellow belly. Now your outside will show your true nature."

Neale howled in agony as he felt as if every bone in his hand was breaking and cracking. In minutes Neale changed, his skin turned a bright yellow, his eyes grew large and pale until they were pearlescent. The fingers on his hands joined, his yellow body absorbed them.

"No, nooooo," Neale wailed. "Noot, thisss."

Sinister coldly smiled. "I made sure that the change for you will be slow and painful. First the skin, and your fingers, in the days to come you will soon change into a mirror of what you are on the inside…a spineless worm. You hated mutants so much, despised them, and now you are going to be one. Be proud Neale, that you will now be a part of the future, my future." He stepped back and looked at Neale with disgust. "Get him out of here, Centurion. Put him with the others."

The Centurion copy grabbed Neale's arm and began to drag him out of the lab. Neale's pale eyes pleaded with Charles.

"Please, Xavier. Help me," he drawled. "You have to help me."

Charles looked away, there was nothing he could do for him. Unaffected by what had just happened, Sinister walked up to one of the refrigerators. Opening it he searched inside. "Ah, here we are." He pulled out a small jar. Inside Charles could see something floating in a golden liquid. "Your salvation, Charles." He reverently carried the jar and gently placed it on a table.

"This will give you back what was cruelly taken away from you." He smiled and stroked the glass. "She was remarkable, she could heal any wound on herself, as well as others. I found her on the battlefield during World War I. She worked secretly on healing the wounded. She was from Germany, a beautiful woman. I believe I almost felt pity for the poor girl. But I learned early that a true scientist must not allow their emotions to interfere with their work."

Sinister noticed a look of sadness flow across Charles face as he watched the Centurion copy carry Neale down the hallway. "My dear Professor, it appears that I still need to work on that conscious of yours."

Charles bit his lip, he had to remember to hide his true feelings from Sinister. "Sorry," he apologized. "I cannot help what I am."

"No, of course not, you just need to…Centurion you failed me!" Sinister suddenly shouted. His face was a mask of rage. Looking at the entrance to the room, Charles saw Cyclops standing in the doorway. He was panting hard. From the looks of it, he must have run the entire way here.

"If he is here, that means his companions made it past you."

Centurion's eyes glowed brightly. He shook his head as they returned to normal. "I'm sorry, Sir. They blocked the passage on the blue glacier. The one I sent is still trapped on the other side. He's been trying to find a way back, he, uh...he didn't want to let you know..."

"Of your failure!" Sinister finished for him. "I told you they are children, how could you let this happen?"

"I'm sorry, sir." Centurion bowed his head. "I don't know how they were able to make it past the security in the front."

"This means I have intruders in my Facility. This is why I created you, Centurion. Fix it, find them and stop them before they do anything to harm my work."

"It shall be done," Centurion said, with a bow. Standing up Charles saw his body vibrating. But this time it was faster. He saw a duplicate Centurion step out of his body and run out of the Lab. Then he saw another, then another. When he stopped vibrating, ten Centurions had run out of the Lab. Centurion's eyes glowed brightly, "I will keep in constant contact with them this time, sir. I'll let you know the minute they find them."

"Don't fail me, Centurion. As you can see," he pointed to Charles. "You can be replaced."

Again Charles saw a look on Centurion that chilled him, jealously had reared its ugly head. Charles threatened his little world. He was no longer Sinister's number one man. Charles was now that man.

For just a split second Charles dared to give Beast a warning, it was just four words, _"He knows you're here."_

"Magneto," Beast shouted. They were nearing the end of a long tunnel. "I have a message from the Professor. 'He knows we're here'."

Magneto shook his head, he not only had to figure a way of helping unknown fabricated mutants from this Bedlam, he now had to contend with an unknown threat. The only saving grace was that Sinister still had no idea that he was alive. He would try to keep that as an advantage for as long as possible.

He stopped at the end of the tunnel. The warm breeze that flowed through the tunnel came from here. Shouts, screams and moans drifted down into the tunnel. Magneto saw the Nob's standing in the tunnels mouth, then he looked back at Mystique.

"We need to know what we're up against." He pointed to the Nob's.

Nodding her head in understanding, she quickly shifted her image. She appeared to shrink down in size until she looked identical to a Nob. Taking in a deep breath she walked out of the tunnel.

The first thing she saw was the cavern filled with cages of every kind and size. She saw mutants that appeared normal, and some that were so hideous looking she had to look away. She saw hundreds of Nob's working in the cavern. Taking care of the mutants, feeding them looking after them. Scanning the cavern she saw the Marauders that attacked them in the Steel mill. Some held guns, other's used their mutant ability to guard the ones that were held prisoner within this cavern. She saw the quilled mutant. Long sharp quills stuck out from its back and chest. He stood high on a mezzanine, looking down at the cavern.

Mystique walked further into the cavern, she tried to spot each position that the guards held. Hearing the mutants suddenly begin to scream in fear she saw a huge man walking towards her. It was the same one she saw back on the glacier. The one Benny called, Centurion. She couldn't imagine how he was able to get back. Her answer came minutes later when she saw another Centurion, identical to the one that passed by.

He was dragging a man with bright yellow skin. Seeing the Nob's skitter away bowing she did the same. Looking up she was shocked to see the man Centurion was pulling was the same man she saw on the monitor, Benny's father. She could almost feel his anguish as Centurion dragged him to a small cell. Opening it, he threw him in. Neale ran to the door, but it was slammed shut in his face. Mystique saw Centurion pressing a red button on the side of the cell. She now knew how to open the cells.

"Please," Neale sobbed. "Centurion, don't leave me like this. You fought by my side, don't let him do this to me."

Centurion stood in front of the cell. "This will teach you not to betray Mister Sinister," the large man rumbled. "You hated Mutants, now you are one. Get used to this, Neale. It will be your new home from now on. In the coming days your change will be slow and painful. This is the perfect price for you to pay for your treachery."

Grinning, he lumbered away. He stopped close to where Mystique was standing, slowly he turned his head, his eyes scanning the cavern. Nodding his head he said, "This is Centurion 3 reporting, nothing here, I'll be checking with the others in the southern cavern."

Mystique froze when he looked right at her. "All of you, come with me,"

The Nob's next to her bowed their heads and quickly followed him as he walked towards a large tunnel to the left. Mystique began to follow him until she was grabbed by four Nob's, they quickly hid her behind them. She saw one of them smiling at her. Touching her she mentally heard a voice say, _"Friend."_

She realized that the Professor must have told them to look after her. She didn't know how they knew she was not one of them, but she was thankful that they helped her hide. Once Centurion was out of sight she thanked the Nob's and made her way back to the tunnel her companions were hiding in.

She quickly told Erik all that she saw. She whispered to him the part of Neale. If Benny and Nelson knew what happened to their father, they wouldn't hesitate to go after him.

"What do we do now?" Havok asked. "We know there are at least 3 Centurions out there, who knows how many more?"

Magneto grabbed Benny's arm. "You said you knew this place?" Jerking her arm from his grip, she nodded her head. "Can you take us to the lab?"

"I think I can, but what about my father? I'll only help you if you promise me you'll help me find my father."

Magneto pointed to Mystique. "She said she saw him, but he's well guarded. If we can reach the lab and rescue Charles first, I promise you that we'll go after your father next. Is it a deal?"

Benny looked at Mystique, "Is he all right?" she asked her.

Mystique saw Magneto shake his head. She knew he didn't want her to tell her the condition she found him in. If she did, Benny would want to go after him. "He's alive and well," she truthfully replied.  
>Benny checked her gun, holding it tightly in her hands, she pointed it ahead, "We need to go that way first. It's on a higher level, and in another cavern."<p>

Magneto stared into the cavern, "We need a diversion."

Mystique immediately turned back into a Nob, "I have an idea," she shouted, as she ran back into the cavern. She sprinted to where the cells were located. She raced down a block of cells, pressing the red button she saw the Centurion use to lock Neal in his cell. Each cell's bars opened up, the mutant inside immediately ran out. Whooping and hollowing in joy.

After opening a full wall of cells, Mystique ran back to the tunnel where her companions were hiding. She quickly fazed back to her original form. "That should keep them busy for a while."

"Excellent, Mystique, let's get going to the lab," Magneto said.

"Wait," Beast said. "The Professor told me he wanted us to find a way of helping Sinister's mutants escape first, then go after him."

Magneto continued to walk away, "We did help them escape, well a few. Now we need to get Charles out of that lab. I don't trust Sinister, he knew Shaw. And if he's anything like him, Charles is in greater danger than he thinks." Spinning around, he pointed his finger at Beast, "And don't let him know we're coming, he's got enough on his mind pretending to be Sinister's puppet. Now come on, if you're with me or not, I'm still going."

Beast didn't like it, but he had to admit, that was the whole reason why they came here. Sighing in resolution he said, "Come on guys, let's go. He's going to need someone to watch his back."

Banshee and Havok took the rear. Looking back they saw the creatures called Nob's following them. Several of them ran ahead. Banshee saw some of them closing up the passage behind them, insuring that no one would follow them. He smiled to himself, leave it to the Professor, he could make friends in the most inhospitable places. Skipping, he ran to catch up with the others.


	27. A Sleeper Awakes

X-Men: The Winds of Change

By Ldynwaitin

Chapter Twenty Seven

A Sleeper Awakes

Thinking that Magneto was working on freeing the hybrids, Charles concentrated on trying to keep Sinister as busy as possible.

"I never would have believed Scott was a traitor," he told Sinister.

"Oh but he's not, Professor. That's the beauty of it, he's unaware of my control over him." He walked up to Scott. He was just standing there, as if waiting to be told what to do.

"I put a hidden command in his head, if he was ever to come back to my Facility, he was go to the lab. How fortunate that I was here to greet him."

With Scott's eyes covered, it was always hard to tell what he was feeling. Looking into his mind, Charles saw a memory of Scott as a small boy. He was looking out a window, below him he saw children playing. He was suddenly pulled back from the window.

It was Sinister, but he looked different. His skin had a pinkish hue. He wore horn rimmed glasses. "Scott," Sinister scolded him. "When are you going to realize that you are a threat to any boy here. You cannot play with them."

"I'm sorry, Mr. Milbury," the small boy whispered.

"It's all right my boy, come here." Sinister opened his arms, Charles jerked as he felt pain, yet in Scott's mind Sinister was standing in front of him, smiling. He tried to look at the memory again.

Scott looked down, "I'm sorry, Mr. Milbury."

"It's all right my boy, come here." Charles stopped the memory there, froze it in that moment of time. He moved around the memory, tried to analyze it. He needed to find some way of breaking Sinister's hold on Scott. He pulled away from Scott when he felt Peter squeeze his arm. He saw Sinister begin to look his way. He eagerly asked him, "When exactly did you first meet him?"

"I met him in an orphanage in Nebraska. There he knew me as Mr. Milbury." Sinister placed his hand on Scott's shoulder and led him into the room. "Scott has been a special project of mine." He patted Scott on the arm, for a second, just a second Charles saw Scott twitch with his touch. This told him that all hope was not lost on this young man. "From the first moment I found him, I was fascinated with his power," Sinister's eyes glowed with wonder. "It is extraordinary. I spent many sessions using him to hone my own skills. I probed his mind, dug deep into every nook and cranny. Yes, Scott and I are old friends."

"That was the block I felt, when I first met him," Charles blurted out. He didn't realize he said it out loud until he saw a surprised look on Sinister's face.

"I'm impressed you found it, I put it there years ago." Sinister stood in front of Cyclops, staring at him. "I had high hopes for him to join my caused. But unfortunately I could never break the boy's morality. He will forever stand on the side of good." Sighing heavily he added, "But my fascination for him has waned. I believe it is time for him to join the others." He planted his fingers on Cyclops head. Concentrating his eyes turned pale. He then said, "You served your purpose, wake up. I want you to know what is about to happen to you."

Stepping back Sinister's eyes turned back to their blood red. Cyclops shook his head. Blinking his eyes he was confused. He was no longer in the tunnel, but standing in a room that looked like a lab. Looking around he was happy to see the Professor. "What am I doing here?" he gasped.

"Do you know me?" Sinister asked him.

Scott stared at the man that stood in front of him. He looked very familiar, but he had never seen a man with red eyes before.

"Oh, I'm hurt Scott," Sinister said.

"That voice," Scott mumbled. Looking closer he said, "Mr. Milbury?"

Sinister smiled, "I now know how Shaw must have felt when Erik met him on the ship. It is good to see them grown up."

Cyclops searched around, "Where am I, what the hell..." Cyclops clutched his head. Sinister did not just wake him up, he opened up memories, memories that he blocked. Cyclops shook his head, his hands were shaking as suppressed memories flooded back. "You, you tortured me, us," Cyclops said. "All the children, you used them."

"Yes," Sinister purred. "I had a grand time there. You all helped me so much. You especially Scott, you gave me the most fun. So much I've kept track of you." He pointed to his wrist. Scott looked at his watch, he realized it was the same watch that Mr. Milbury had given to him when he left the orphanage.

"I put a tracking device in that watch. You've been such a help to me, Scott. You let me know where you were and when you where coming. Thank you so much."

Scott grabbed the watch and tore it off his wrist. Throwing it in the air, he destroyed it with his ray beam. "You won't be using me anymore," he angrily snarled. "I have a new home now, where I'm wanted and appreciated."

"Yes, Scott, I'm sorry to say that those happy days in the orphanage are over." He pulled out his knife. Scott moved his hand to touch his visor, but it just would not move. Sinister wagged his finger, "Scott, you know I'm an excellent chess player. I had that move countered years ago. I planted a command within your mind. You can never harm me."

Scott grabbed his hand, he tried to move it to the button, but it would not budge. Sinister tightly held his knife, Charles immediately knew what his intent was, he had to think of a way of stopping him.

"Please," Charles said. "Allow me. That's why I'm here."

Grinning proudly, Sinister stepped back. Cyclops looked scared, "Professor, no," he pleaded. Charles ignored his pleas. Scott placed his finger on the trigger to his visor.

"Professor, don't make me do it."

Concentrating on Cyclops, Charles silently gave him a command, _"Stop beating."_

Cyclops hand dropped, and he fell to the ground. Sinister immediately rushed over to where Cyclops fell. Taking his pulse, he was pleased to find he did not have one. "Excellent, Charles, most excellent." Standing up he looked at him. "What did you do to him? It was very quick."

Charles pointed to the back of his head. "I accessed his medulla oblongata. It is the primitive part of your brain. It controls your lungs, and heart. I simply told his heart to stop beating. Less messy I think then your method."

Sinister frowned, "Very good, Charles, very good. I did not realize that you were able to do that. I never thought to access it myself. It is clear that you have much to teach me."

"Sir," Centurion stepped up, interrupting them. Looking embarrassed he said, "I've received reports that several hybrids have escaped from their cells."

Sinister turned and ran to the window in the lab, Centurion was right behind him. With their backs to him, Charles quickly concentrated on Cyclops. He sent out a command for his heart to start beating again. Once he saw Cyclops stir he gave him another command, _"Sleep."_ Cyclops instantly went into a deep sleep. For now he was safe from harm.

Sinister pressed his face against the glass window, looking down he could just make out hybrids on the floor, mutants that he knew should be locked up. He slammed his hand against the glass. "Centurion, you have failed me again."

"Again, sir?" Centurion asked.

"There are ten of you out there, and yet I see that Charles 'mutant children' have managed to help some of my hybrid's escape." Sinister angrily spat out. He pointed to Cyclops, "Just his presence here upsets me. It reminds me of your constant failure. Twice now you said you would stop them, yet here he is. You sent your duplicates out to stop the others, yet I see they not only managed to stay out of their sight, but broke into and released some of my most dangerous hybrids!"

"I'm sorry, it won't happen…"

Sinister tightly fisted his hand, "…again?" he finished for him. "But it has and it will. You have fallen from grace, Centurion. There is no way you can prove yourself to me."

Centurion became frightened, this was his world, what he was created for. He could not imagine doing anything else. He had to think, how could he prove himself to his master. Then he saw Charles, his new golden boy. Perhaps if he defeated him, showed Sinister that he was stronger than him, he could fall back into his graces.

"I'll show you Mister Sinister, I'll prove to you who is stronger." He tore the halo from his head. "I don't need this to defeat you. One on one, Xavier." In a flash Centurion charged towards Charles, Sinister slyly smiled and just stepped back.

Once Charles realized that Sinister was not going to order Centurion to stop, he dug his finger deep into his forehead. He didn't want to kill Centurion, just cripple him. Charles focused on him. He recalled the agony he was in, when Neale was whipping him. He relived the moment. The pain as the whip tore into his back. Just before Centurion reached Charles, he screamed in agony. His back arched as he felt as if someone was slashing his back with a hot poker.

"You are a weakling," Sinister shouted to Centurion. "I should have gotten rid of you years ago. Kill him, Charles! It is time to clean house." He was becoming excited with what was happening. He expected this to happen sooner. He saw the jealous looks from Centurion towards Charles. Deep inside he secretly wanted to know if they did go against each other, who would be the winner.

"No!" Centurion screamed. He struggled to get closer to Charles. "I…am…not a weakling."

"Then prove it to me. If you loose this battle then I will truly know that I chose the right man to rule by my side."

Centurion heard Sinister's words, but the pain he was feeling was so wrenching, so agonizing it was all he could do just to keep from passing out. Charles quickly realized that Sinister was using this situation as a way of finding out which of them was the strongest. This was a fight that he could not talk his way out of. In Centurions mind one of them was going to die, and he would do his damndest to make sure it wasn't him.

If he was to keep up his ruse, Charles had to prove to Sinister that he was stronger than Centurion. As he fought to control him he felt a shift in his mind, then he saw him vibrate. He was trying to split, that would give Charles two minds that he would have to control, he had find a way to stop the separation.

He needed a stronger pain, something more crippling, something that he had locked away within his mind. He only used it once, on Magneto. But at that time it was just a second of the pain he felt when Magneto sent the coin through Shaw's head. This time Charles released the full effect that Charles had to endure.

Centurion suddenly stopped, he clutched his head and screamed out in agony. His body stopped separating. He had one head, but four arms, and four legs. He was stopped in mid-split. He fell to his knees, his four hands clutched his head. He looked up at Sinister, his eyes filled with tears, his mouth opened, but nothing came out. His eyes rolled up and he fell with a crash to the floor.

Charles released his hold on Centurion. His head hung low, he tried to catch his breath. Just reliving the pain had nearly made him black out. As he tried to catch his breath, he felt a warm hand touching his shoulder.

"Well done," Sinister told him, he moved behind him. "Centurion is my most powerful warrior. For you to have brought him down, more than validates my reason for bringing you here. You have made me very happy."

Charles bowed his head, "I live to serve you, with my dying breath."

"Yes, so you say," Sinister drawled. He gently smiled at him, "I'm sorry Charles."

"For what?" Charles asked him. Sinister quickly grasped Charles head, his red eyes instantly turned white. Weakened from Centurion's attack, Charles was unable to counter Sinister's assault.

"Be still," Sinister hissed. Sinister saw Charles arms go limp and stare blankly ahead.

"You need…adjusting" Sinister grunted. "You did not kill Centurion. You let him live. I gave you a direct order. There is still some free will left within you."

Sinister moved his fingers on Charles head, he dug them deep into his skull. "I need to contain it before it has a chance to grow."

Centurion shook his head, the pain still lingered deep in his mind. Spying the halo he quickly put it back on. He was not going to let Charles attack him again. Taking in a deep breath, he slowly stood up. He tried to shake the effects of the mental attack off. He saw Sinister was working on Xavier. His eyes were pale, he was very vulnerable now. He stumbled closer to them. All the time Sinister kept his fingers glued to Charles head, unaware that Centurion had woken up.

"I just have to fortify my wall, make it stronger," Sinister uttered, as he dug deep into Charles mind. "You've already proved to me that you are stronger than my creation, perhaps even me. I've seen the jealously in his eyes, the moment you entered my Facility. He knew you were taking his place, that's why I pitted him against you. I needed to be certain that I was making the correct choice."

"Y…you used me," Centurion gasped.

"Of course I did, you idiot," Sinister gasped. "I'm not a fool. I've seen what he is capable of. I needed to be sure that he was fully under my control. His assault on you did two things. It showed me that he is stronger than you, but it also weakened him enough for me to use my gift to manipulate him. I have to burn out the impurities that still linger. That could only happen if I debilitated him by pitting him against you, Centurion."

"And what if I won?" Centurion countered.

Sinister coldly smiled. "Doesn't matter, in the end I would have the strongest mutant as my champion and servant."

Centurion struggled to pull himself back together, his body vibrated, it took him longer than normal to merge himself into one. He had never gotten stuck before. The mental assault on him actually interrupted his doubling. His malice towards the Professor grew stronger. For a brief moment he robbed him of his greatest gift. Centurion stared at Xavier, Sinister's order no longer held true in his mind. First chance he could get, Charles Xavier was going to die by his hands.

"Stop fighting me," Sinister growled. He felt Charles' mind resisting, much more than before. He had to find the corner of his mind that harbored what was left of his free will. He didn't know why, but this time his mind felt different. Charles seemed to be able to dodge him, he felt stronger.

"I will find it, and destroy it," Sinister grunted. He moved his fingers, searching for the part of Charles mind that he entered before. But this time it seemed to elude him.

Centurion's eyes glowed, he looked out the large bay window. He cringed, and moaned. "One of my copies is dead," he gasped. He shook his head. "How is that possible?'

He stared out the window, connecting with his other selves. For ten minutes he tried to find where the invaders were located, but they just seemed to avoid his duplicates. Turning he saw Sinister was still working on Xavier. He looked weak, worn out. This had taken much longer than the last time.

Hearing a noise behind, he ran to the window. Pressing his face on the glass he looked out. He couldn't believe what he was seeing. A young woman was flying up from below. She stopped at the window's level and looked down. She shouted something to someone below and then flew away. Then Centurion heard a booming sound. The glass seemed to move in and out as if it was breathing. He saw a red haired young man drifting up from below, as he leveled with the window he opened his mouth and screamed. Centurion could actually see the sonic waves moving towards him. It slammed into the bay window.

The glass began to bow in and out, it moved faster, and faster until it shattered into a million pieces. The sound of shattering glass echoed in the cavern. The red haired man screamed again, it moved him to fly higher in the cavern.

Centurion was about to run towards the window, until he could swear he heard what sounded like a train coming. He quickly split, his double ran to the doors in the lab. Looking through the window in the door Centurion's double couldn't believe what he was seeing. It was a tornado moving down the corridor. He quickly bolted the doors shut. Grabbing one of the metal tables he braced it against the door, they were under attack.

Centurion-One saw the red haired young man actually fly into the lab. Landing behind a table the young man shouted, "Professor, we're here."


	28. Upping the Ante

X-men: The Winds of Change

By Ldynwaitin

Chapter Twenty Eight

Upping the Ante

Sinister faintly heard a booming sound. Turning his head he saw the window in the lab shatter. Once the glass tumbled down he saw Centurion double, his copy ran towards the doors of the lab. He saw him bracing a table against the door. Then a young man flew into the lab, landing behind several tables.

Once again Centurion had failed him, one of Xavier's men actually got into his lab. He was about to release his hold on Charles, when Charles reached up and grabbed Sinister's hands.

"My turn now," Charles said, after he heard Banshee shout.

Charles tightly gripped Sinister's hands. Using Alessia he entered Sinister's mind. But it was not an attack, his intent was to suck out ever bit of information he could find in Sinister's mind. He searched into his memories for something to use against him. He saw Sinister as a young man in England. He actually looked happy, he was married and had a child, a son. But he died when he was only four. Charles saw that this was the event that changed Sinister.

His son was riddled with deformities. It soon became his quest to study mutants and abnormalities of evolution. Charles was sickened to see his quest turned to experimenting on humans. He became so cold even exhumed his own son and experimented on him.

Charles swiftly whisked through his memories, he needed to find the layout of the Facility. Anything and everything he could use to get his people out of here alive.

Centurion-One called out for his doubles to come to the lab. He saw the red haired young man hiding behind the tables. His double joined him, they ran towards Banshee, pulling out his gun the original Centurion-One began shooting. Banshee's head peeked over the table and shouted at him.

Both Centurions felt as if they were running on oil. The force from Banshee's scream kept them in place. Centurions copy picked up a chair. He flung it over Banshee's head, hitting the large hanging light fixture overhead. To avoid being hit Banshee had to duck as the light fixture fell on top of him.

Centurion-One rushed over to where Banshee was hiding. He tightly held his gun, and squeezed the trigger, he screamed in agony and clutched his hand. He saw it was covered in a bubbling liquid. Hovering in front of the broken window, he saw the woman that could fly. She spit at his double. His double ducked. Angel's spit landed on a table with a hiss and bubble. Centurion-One felt as if his hand was melting. He willed it to heal, but he needed to heal quickly. His double was dragged towards him, as it joined back with him his wound healed instantly.

Stumbling back, he saw Sinister was still connected to Xavier. But something was wrong, Xavier had a grip on him too. He then noticed that Sinister's eyes were blood red. Centurion knew then that Sinister was not in control, it was Xavier! Centurion ran to Sinister, in his wake he created duplicates. This was his moment. He would show Sinister that there was only one person in the world that he could trust, that was Centurion.

Charles saw Centurion charging towards him. As he ran he saw doubles pull out of him. Charles immediately released his hold on Sinister and commanded Alessia to move quickly to the side. Peter had to run after them as Alessia moved on her own. Sinister fell to his knees just as Centurion-One reached him. He had created five doubles. All of them protectively surrounded Sinister.

Panting hard, Sinister grabbed his head. "You dared to read me…Xavier!"

Sinister saw the tables in the room vibrate, one of them flew towards him. A Centurion double blocked it with his shoulder. Looking out the window Sinister saw a figure floating in the air.

"You," Sinister hissed. "You were dead, I saw you die. I ordered it."

"You saw a lot of things, that were not true," Magneto told him.

Sinister became frightened, he was up against two of the most powerful mutants on the planet. No matter how many doubles Centurion could create, they could never win if they fought them here.

"Centurion, get me out of here," Sinister screamed. "NOW!"

Hugging Sinister, Centurion-One ran towards the window's opening. His doubles followed him, running backwards they shouted warnings to stay away. One of them howled in pain as every knife in the room flew into the air. He was riddled with the knives. They slashed at him, cutting him to pieces.

Centurion-One clutched Sinister closer to his body as he approached the broken window. He saw a clawed hand reaching over the windowsill. A head popped up covered in blue fur. Centurion-One slowed down, he allowed a double to face Beast.

Beast jumped into the room, he was immediately confronted by a double of the mutant Benny called Centurion. Glancing to the side he saw the Professor. He looked weak, ragged but was alive. Beast let out a roar that echoed in the open cavern. His claws extended as he leaped on the Centurion double. His claws lashed deep into Centurion, he growled as the large man bear hugged him. Clutching him tightly he slowly moved Beast out of the way.

Centurion-One quickly took advantage and ran to the edge of the window. He leaped into the air and jumped into the cavern. Two Centurion doubles leaped after him, one remained behind to stop anyone from following. Beast's claws raked the Centurion double's back. He cried out in frustration as the other double grabbed him. They began to stretch him, but then stopped. The blocking haloes they wore were melting. Angel spat on both of them. Each man gripped their heads and roared in agony. They scratched and tore into their heads. Slowly Charles moved closer to them.

"You will not harm my friends, I will not allow it." Charles dug his finger deep into the side of his head, he mentally attacked the doubles. They fell to the ground twisting in agony.

Centurion tightly held Sinister in his arms as he tumbled towards the cavern floor. He could feel his doubles agony as he fell several floors down. In seconds he landed on the cavern's floor. He fell on his back, protecting Sinister.

Several of Centurion's doubles ran up to help them. Sinister was still weakened by Charles attack. He stumbled to stand. "They dare to attack me in my own Facility!" he shouted. "I will show them that this will be their biggest mistake."

He pulled himself from the Centurion's grip, "Let's go, we need to find my Marauders." Absorbing four of his doubles, it took only seconds to heal his bones. Centurion then created more doubles as he followed Sinister. He had no idea how many he would need to defeat this new threat, but defeat them he would.

Magneto and Angel flew into the lab. Charles concentrated on breaking the connection the doubles had with the original Centurion. Once he found it, he severed it. In an instant both Centurion's went limp. They fell to the ground slowly turning into a puddle of flesh and bone. Alessia then brought the Professor to where Banshee was hiding. He saw him lying still, under the fallen light fixture.

With a wave of his hand, Magneto pulled the table away from the doors. The doors flew open, they were torn from their hinges by a small tornado. Havok rushed into the room first, behind him was Mystique, Riptide, Benny and Nelson. Once they entered the room, Magneto moved two tables to block the doorway.

"Erik, the light fixture," Charles shouted. Magneto attempted to lift the light fixture covering Banshee. He became concerned when it would not move. Beast grabbed it and dragged it off Banshee. Slowly Banshee began to sit up. "I'm fine," he moaned.

Charles examined him. "I don't like that cut on your head."

Banshee was grinning from ear to ear, "Good to see you too, Professor. The Calvary has arrived. Bloody, but we're here."

Charles sighed with relief, he lay back in his chair. "Yes, but a bit worse for wear don't you think? Though I have to admit, I'm very happy to see you all."

Raven ran to Charles, she stood in front of him. This was the first time she had seen him since the attack on the beach. She looked down at him, her yellow eyes began to tear.

"Don't worry," Charles said. "I won't break." He opened his arms. Mystique fell to her knees and hugged him tight.

"Oh Charles, I never knew. I'm so sorry."

Charles bend down and gently kissed her head. "It's all right Raven, I'm fine with it. For the first time since it's happened, I am truly fine with it."

Sitting up, Mystique wiped her eyes. "You scared us all."

Charles chuckled. "Well I have to admit, I was truly scared myself, all that…" Suddenly they heard an alarm go off. They were plunged into darkness as the lights went out. Seconds later red lights blinked on. "Well my friends, it appears that our escape from this place is not to be as easy as your entrance." Mystique jumped up, she stepped back a bit. Charles was safe, for now.

Charles addressed the others "We can continue our reunion later, first things first. We need to destroy what's inside of those." He pointed to the row of refrigerators.

With a flick of Magneto's hand each refrigerator door opened. Inside they could see hundreds of glass jars filled with a golden liquid.

"Inside each jar," Charles explained, "is what remains of a mutant, it holds their genetic DNA. Sinister is using them to create his own customized army. They all need to be destroyed. Let them rest in peace." He quickly scanned each refrigerator, he stopped at the first one.

"Thank God," he gasped. "It's still here."

"What's here, Charles?" Magneto said.

"The jar I told you about before. The one that held the remains of a mutant that could end the human race. It's sill here." He pointed to the first refrigerator. Inside was a jar different from the rest. It looked old, and clouded. They could just make out something floating inside. "It is imperative that, that jar be destroyed, above all else." Charles moved Alessia back, "Havok, if you please."

Havok stood in front of the refrigerators. Fisting his hands he released a plasma bolt. He moved from left to right. Each jar cracked and exploded, its contents shattered with the jar. Once he was done not one jar was left whole.

Alessia moved to the center of the large room, she began to pace back and forth. Magneto smiled, the chair actually mimicked what he was thinking. He had no idea how wonderful an invention Beast made. It was as close as Charles would get to having his legs back. He was thankful that Beast brought it.

"That was on the top of our list of things to do. Now we must concentrate on finding Sinister," Charles said. "We need to stop him from continuing his amoral quest. Then we have to destroy this place, releasing the hybrids first of course." He looked up, "Actually what I'd really like to know, is why on earth did you bring them here?" He pointed to Benny and Nelson.

"You promised," Benny angrily spat out at Magneto. "You said you would help us find our father if I helped you find him. I kept my part of the bargain, now keep yours."

Charles sadly shook his head, "I'm sorry…," he began to say, until Magneto cut him off.

"Charles, we uh saw him below. I promised them once we found you, we would help them free their father."

"Really?" Charles said. "And did you tell them…"

"That he was alive," Magneto blurted out.

"Charles," Mystique said. "I saw him myself, he was alive."

"Yes, he is that," Charles whispered. If Benny knew of his condition he could not imagine how she would react. It was best that she did not know. "Well then, we have his rescue added to finding Sinister."

"What do we do about him?" Mystique asked. She pointed to Cyclops. He was still fast asleep on the floor. She pulled a knife out. "He's a traitor, he doesn't deserve to live."

"No, Raven," Charles shouted. Alessia took him to Cyclops. He blocked her from getting to him. "It's not his fault, Sinister placed a subconscious command deep within his mind to come to his lab once he was here. He never betrayed us. Sinister was able to track us through a watch that he gave Cyclops as a young boy. He was unaware of Sinister's tracking device. "

"They knew where we were going because of him," Mystique snarled. "Just keep him away from me." She stormed away.

Charles stared at Cyclops, "Scott, wake up."

Immediately Cyclops began to stir. Opening his eyes, he saw one of the Nob's looking at him. "Peter," Charles said, "This is Cyclops."

Peter immediately stuck out his hand. Cyclops took it, the small man vigorously shook it. "Hello?" Cyclops said. Shaking his head he said, "Professor, what the hell just happened? Did you…did you just kill me?"

"Charles, this is becoming a nasty habit," Magneto said.

"Sorry, once you get started…," Charles said, with a shrug of his shoulders. Cyclops stumbled up to stand. "Steady on, Cyclops. You just need time to get your sea legs."

Suddenly everyone heard hundreds of banging sounds. Magneto ran to the edge of the broken window. Leaning over he looked down. "We don't have much time left, Charles. Sinister just upped the ante."


	29. Rocking the Boat

X-Men: The Winds of Change

By Ldynwaitin

Chapter Twenty Nine

Rocking the Boat

Everyone rushed to the opening left from the broken window. Looking out they saw that every cell door was open. Hybrids were rushing out into the Facility.

Magneto checked to make sure the lab door was secured with the metal table. "I don't know how long we'll be safe in this lab." Alessia moved higher and leaned forward for Charles to get a better view. Looking down he saw Marauders below scrambling around on the cavern floor. The released hybrids attacked several of the Marauders. It was an all out war down there. "I can't imagine why he would give up so quickly. Releasing all of the hybrids is not a smart move. They are as much a threat to him as they are to us."

"Actually, I think he's a genius," Beast said.

Alessia slowly moved down, she turned to face Beast as Charles said, "What makes you say that?"

Beast picked up a piece of the light fixture, the one that Magneto could not lift. "This, it's not Ferromagnetic." Getting rolling eyes he added. "It's made of an alloy composed of Aluminum and other metals that have no magnetic properties."

He pointed to the fallen door of the lab, "Go ahead, Magneto. Try lifting it." Frowning Magneto attempted to lift the object. His face turned red as he strained to use his power on it, but it would not move. Panting, Magneto gave up.

Beast violently threw the light fixture against a wall. Hitting the wall, it shattered into hundreds of pieces. "He must have been planning this for a long time. He actually created a metal that is Magneto proof. That way Magneto can't use his own Facility against him."

"But he moved the tables, and could fly," Havok said.

"The tables are made of steel, but the Facility is composed of this non-magnetic alloy. As to flying, I believe he's able to use the magnetic pull of the earth to do that. This entire mountain would have to be a giant magnet to counter act that."

"This changes things a bit," Charles said. "But our objective of catching up to Sinister is imperative."

"What about this jar?" Banshee asked. Charles head whipped around, it was still there, the jar that contained the healing mutant had not been destroyed in the battle.

Erik immediately noticed a look on Charles face that told him exactly what was inside that jar. "Is that it?" he asked him, "The miracle cure?" Charles mutely nodded his head.

"What?" Beast said. "You mean what's inside that jar could heal the Professors legs?"

"Yes," Charles softly replied.

They all stared at the jar. This was a way to heal the Professors legs. Charles moved Alessa up to the table. "This is my lightening in a jar," Charles whispered.

"Charles, you could walk again," Mystique said. "You have to use it."

Touching the jar, Charles closed his eyes, "No, Raven, I am not a ghoul. I will not steal another's life. This has to end here. Let her rest in peace."

He swept the jar off the table. It shattered on the floor. The object inside sat in a pool of the golden liquid.

"Charles!" Mystique gasped. "You could have been cured."

Charles contently smiled, "I don't need curing, I'm happy with the way I am."

"About time!" Beast, Havok and Banshee said together. They all laughed.

Charles took in a deep breath. "If this was not such a dire situation this would be a defining moment for us all. But that will have to be put on the back burner, along with other things." Alessia swiftly rolled to the doorway. "Erik, if you please."

Erik moved the table that was blocking the door. Outside stood ten Nob's, they scrambled in. All of them surrounded Charles. His eyes smiled at them, he touched several on their shoulders. "Thank you for helping my friends."

Peter moved to stand with them, they were shocked to hear him actually say, "Your welcome."

Even Charles was taken aback with Peter being able to talk. "Peter, Sinister does not realize that he actually did something right. He created you." Patting him on his back, he said. "Once we stop Sinister, and release the hybrids, you are coming with us."

"That's still up for debate," Erik mumbled. He stormed into the hallway. The corridors were bathed in a dark red light. A warning alarm blared throughout the hallways. He looked to Charles for advice. "Do you have any idea where to start?"

"Know," Peter said. He stared at Charles as he touched his arm. Physically connected to Peter, Charles saw into his mind. A mind that was linked to all the Nob's. He became disorientated as he looked out through the eyes of different Nob's. He took in a deep breath as he moved through hundreds of minds. It was both exhilarating and maddening. He had no idea how complicated a life form the Nob's were.

Skipping through many minds, he suddenly stopped. He was looking through the eyes of a Nob close to Sinister. He saw him rushing down a corridor. His Marauders as well as ten Centurions surrounded him. One of the Marauders screamed for help as he was dragged down a corridor. A hybrid was standing in the hallway. His giant mouth wide open, the Marauder was being pulled into it. Two of the Electric Marauders bombarded the hybrid. He howled and fell dead on the floor.

What Charles noticed the most, was the look on Sinister's face. He was frightened, for the first time in his life he actually feared that he would die.

Once Peter broke contact, Charles consciousness returned to the Lab. "Peter," he panted. "I had no idea. Thank you." Charles knew what Peter had given to him was a great gift. It was an experience that he would never forget. Taking in a deep breath he explained briefly to the others what he saw. "It appears that Sinister is in the same boat as us."

"Fine," Magneto said. "Let's start rocking that boat then."

Magneto led them down the corridors. As Charles followed him he lifted his hand just as Benny opened her mouth to say something. "Don't worry Benny, we have not forgotten about your father. I am currently searching for him. I will let you know when I find him."

Closing her mouth she softly cursed, "I hate telepaths."

"You'll be changing your mind later, I'm sure," Charles shouted.

She pursed her lips shut, and silently droned, _"Stay out of my head."_

They quickly moved through the corridors. It didn't take them long to run into several of Sinister's Marauders. Coming close to the end of a corridor, ahead they saw it turned sharply into another. Charles held his hand up, as he came to a stop.

"I sense four Marauders ahead."

Suddenly they saw a Centurion walking around the corner. Immediately he shouted a warning to the Marauders further down the hallway. Havok fisted his hands and shot a plasma beam. It landed square in the chest of the Centurion. He slammed into the wall and fell on the floor.

"Sorry, I didn't sense him," Charles shouted. This was going to be a problem. The halo that the Centurions wore hid them from him. He quickly told the Nob's to stay in the back, he did not want them harmed. Once Centurion landed on the floor two bolts of electricity flew down the corridor, followed by several sharp quills.

"That's two of them," Banshee said. "I wonder what the other two can do?"

Their answer came when they heard a pattering sound above their heads. Angel screamed, and pointed up. They all saw clinging to the ceiling a man with four arms and four legs. His multiple eyes stared down at them. Opening his mouth a stream of white thread poured out.

Everyone scrambled away as the corridor was covered in the silk thread. Some of it caught onto Alessia. Slowly she was being pulled back. Magneto latched onto Alessia. She was made of steel, this was something he could control. He struggled to drag Charles back. The thread the mutant created was super strong. He was actually finding it hard to hold onto Alessia. Banshee and Havok grabbed Alessia's arm wrests and dug in their heels as they tried to pull her free. Charles attempted to reach into the mind of the mutant, but its brain was very unusual. It was almost segmented, like an insect. Cyclops looked up and opened his visor. He blasted a wide beam at the arachnid hybrid. The silk thread hissed and broke. Havok and Banshee fell to the floor as Alessia snapped free.

The hybrid scrambled on the ceiling, stopping just above them Mystique shrieked for help as the hybrid now attacked her. Its thread latched on to her arm and pulled her up. He grasped her body in two arms, and scrambled back. He quickly spun her around, encasing her in a silk cocoon. Havok and Cyclops ran down the corridor. Cyclops had to be careful not to hit Mystique. He aimed his beam at the hybrid's body. Shrieking in pain it released Mystique. Havok caught her as she fell. The hybrid landed with a thud on the floor, withering in pain before Cyclops hit him again with his eye beam, cutting him in two.

Cyclops now screamed in agony as a bolt of electricity ran through his body. He fell to the floor. Beast and Banshee dragged him back as Benny ran down the corridor. Diving on the floor, she slid the last few feet until she reached the end of the corridor. She aimed her gun down the hallway, firing she managed to hit the electric mutant. Streaks of electricity snaked down the corridor as the hybrid fell.

Spinning around Benny kicked out at the wall, pushing her back as the quilled mutant fired its giant quills at her. Standing up, she quickly jogged back. She said with a smile, "Two down, two to go."

Stumbling up, Cyclops immediately went to Mystique. She was nearly encased in the thread. Banshee and Angel were trying to pull the threads off her, but they were just to strong.

Mystique began to moan, "They're getting tighter." She gritted her teeth as she felt the threads constricting her chest, making it hard for her to breathe.

Cyclops quickly focused a beam on the threads. "Concentrate, Cyclops," Charles told him. "Keep it powerful enough to cut the threads, but not harm Mystique."

Cyclops struggled to keep the beam as tight as possible. He saw her struggling to breathe, he knew he had to work fast. Concentrating harder, he saw the threads begin to snap. Once he cut the ones around her chest she took in a deep breath. Seconds later he managed to cut off all the threads. Angel helped her as she tried to stand. Gasping she sheepishly looked at Cyclops. "Thanks," she mumbled.

"Glad you're all right," Cyclops truthfully returned.

But the danger was not over. Taking a stance, they waited for the remaining Marauders to come to them. Seconds later they noticed that the metal seemed to be glowing red.

"It's getting hot in here," Beast shouted. The entire corridor was becoming hotter. The metal around them began glowing red. Beast quickly sprinted to the end of the corridor. He saw a silk thread from the spider mutant still attached to the ceiling. Jumping up he grabbed it and swung forward. Swinging to the end of the hallway, he took a quick peek down the other passageway. He saw the source of the heat.

A Marauder was standing in the corridor. Both hands were touching the metal walls. Where his hands made contact the walls were bright red. It moved down the walls, into the floors and ceiling. Just as he was spotted Beast swung back into the corridor. Landing deftly on his feet, he rushed back to the others.

"It's a mutant Professor, he's heating up the metal. We don't stop him soon, we're going to bake in here like an oven."

Charles looked to Riptide. "I believe you could cool him down."

Riptide looked to Magneto for consent. Nodding his head with approval, Riptide held both hands up. Twin tornados appeared. They leaped off his hands and moved down the corridors. Spinning faster they grew as tall as the hallways. They turned the corner and flew down the corridor. Everyone ran after the tornadoes once they heard screaming.

Sprinting around the corner they saw the quilled creature slamming into the Marauder touching the walls. Sucked into the tornadoes they struggled to break out of their hold. Riptide slowly moved forward. He made the tornadoes move faster and faster until each man was slammed into the walls, rending them unconscious. Once their bodies went limp, the tornados slowly dissipated.

Benny didn't hesitate, she quickly shot both of them in the head. They went limp with each shot. She tightly gripped the butt of her gun, aiming it at the end of the corridor.

Beast ran ahead, he moved the Marauders bodies so that Alessia could take the Professor past them. Charles stopped when he noticed Peter standing next to the quilled mutant.

"Not move, this dead?" Peter asked him.

"Yes, Peter. He can't hurt us any more. Quickly now, we must go."

They rushed down the hallway, managing to skirt meeting any more Marauders or hybrids until they reached the end of the tunnel. It opened up to the second section of the Facility. The second cavern and escape lie beyond that. They could see hundreds of hybrids moving in the Facility. Some were bent on destroying the place. They ripped, melted and tore apart walls with their abilities. Other's hid in dark corners. Nowhere could they see any Marauders or Centurions. They had all fled, leaving them alone with hundreds of raging hybrids.


	30. Tough Choices

X-men: The Winds of Change

By Ldynwaitin

Chapter Thirty

Tough Choices

Benny stood at the entrance of the tunnel. Beyond she saw a huge room with many corridors leading away. She quickly checked her gun. "Nelson," she softly said. "Its time we looked for father."

"No, you can't!" Charles protested. "If you go out there, you'll be killed."

Benny tightly gripped her gun. "You guys made a promise that you would help us find him. I don't see you doing that. He's out there somewhere, I'm going to get him."

Beast grabbed her arm, "Benny, you can't. it's too dangerous out there."

Benny jerked her arm out of his grip. "Don't you see," she hissed through clenched teeth. "I have to find him. He's watched out for me and Nelson since our mom died. I got to get him, he's all we got."

"Benny you don't have to go," Charles gently said.

"Yes I do, we're all he has."

"Benny, I gave you a promise, look." Charles pointed behind her.

Benny turned, she saw four Nob's walking out of one of the corridors in the room. They were pulling someone behind them.

"You need to know something, Benny," Charles said. "Sinister, he did something to your father. Changed him, but inside he is still the same man. I can attest to that."

The man behind the Nob's was moved further into the large room. Benny saw something that made her flesh crawl. It was her father, but something was wrong, horribly wrong. Even in the red lights, she could see his skin was bright yellow. His dark eyes were now pale, nearly white in color. He stumbled towards them, a lost look colored his face.

"No, not him," Benny cried. She began to back into the corridor they were standing in. "He didn't do that to him, not that!"

The Nob's brought Neale further into the room. He squinted his eyes from the bright red light. "Who's there?" he asked. His sight was changing, any bright light now hurt him.

Nelson took a step forward into the room. "Dad, it…it's us."

"No!" Neale hissed. "Why are you here? You have to go. Get out of here, get out of here, NOW!" he frantically screamed.

"We came here for you," Nelson said. He walked towards his father. Stopping in front of him he saw the sick extent of Sinister's revenge. His father's skin was bright yellow. His hands were gone. As Nelson stared at his father, Neale looked at his son. He saw something he never thought he would see in his life. His son was frightened of him.

Neale shielded his face with his arms, "Go away Nelson, just go away."

"Don't worry father, we're gong to make this right. Won't we, Benny." Nelson looked back at her, he saw a look in her eyes that was all too familiar. It was a look he saw many times in his fathers eyes. She was disgusted with him. She was finding it hard to even look at him.

"Benny, he's our father," Nelson shouted.

"Not any more," Benny said. "He's a stinking mutant. He's not my father."

Neale began to wail, he raised his arms in the air, everyone saw all of his fingers had fused. His hands looked like giant yellow worms. "She's right," he moaned. "I don't want to live like this, I can't live like this. Kill me, Benny, kill me now. That's an order!"

"Yes, sir," Benny said, "Gladly." Before anyone could stop her, she aimed her gun and shot her father in the head. He quickly fell to the ground. It was a clean shot, he died instantly.

Nelson kneeled next to him. "How could you do that?" he cried out. "He was our father, no matter what Sinister did to him, he was still our father."

"Our father died twice today," Benny coldly replied. "By Sinister's hands, and by mine."

"And you say humans are worth saving, Charles," Erik said. "Look at her, she killed her own father because he was a mutant. What a noble race they are, willing to destroy their family in the name of purity. We shouldn't have destroyed that viral mutant's gene. This planet would be better off with all of them wiped out."

Charles sadly looked at Neale. "They are not all bad, Erik. Some of them are worth saving." He pointed to Nelson. He was holding his father in his arms, tears streaming down his face.

"You didn't have to kill him," Nelson choked. "I would have looked after him, he was our father. He was my father."

"Nelson," Charles said. "Don't blame your sister. You know that your father wanted this." Nelson knew he was right, but he didn't want to admit it. He was never the strong one, it was always his sister.

"I'm sorry, Nelson," Charles said, "But we really don't have…"

"Look out!" Charles heard Angel shout. Charles saw Angel pulled into the room, she was entangled with a mutant-hybrid. His skin was like rubber. It stretched to fully encase Angel inside. Havok and Cyclops could not use their beams on it, for fear of harming her. They could see her hands trying to punch through the skin, but she could not break through. The hybrid's neck stretched up, "You did this to me!" he screamed. "You all deserve to die!"

"No," Charles shouted. He moved Alessia to the mouth of the corridor, he dug his finger deep into his head. He connected with the hybrid. He sent him the image he took from Frost's memories. The hybrid saw Sinister working on a human. He was changing him into one of his hybrids. The rubber-hybrid's pale eyes sadly grew longer, as if melting.

"He did this to me," he wailed. "I was working for the city, picking up garbage. Then one day, one day." The hybrids head stretched and hung down to his chest. "I was grabbed by some big guy, taken here. I forgot my girlfriend, my kid…my life! How could I forget?"

"Sinister is a monster that needs to be stopped," Charles said. He moved Alessia just out of the corridor to get closer to the hybrid. "We need your help, will you help us stop this madness? We have to prevent him from creating more monstrosities, he has to be stopped here and now."

Slowly nodding his head, the creature began to pull back. Angel's head popped up, she pulled in long draws of life giving air. Havok and Cyclops rushed into the room and dragged her back into the corridor. The elastic man stood up, he wavered in the air.

"No," he sighed. "This can't go on any longer." He nodded his head. "I will do what I can."

His head stretched forward, until he stopped just in front of Charles. "But promise me that this will end with the destruction of this place and everything in it. Will you do that for us?"

"I'm sorry, I can't…," Charles began to say.

Magneto stepped in. "Charles, you can't save them if they don't want to be saved. You told me before that when you first came here you could feel their agony, their pain. I know what it's like to live with pain every day, of every hour. That's not life, it's hell. Is it right to let them live like that, if they don't want to?"

The hybrid shook his head, "We did not ask for this. We do not want to spend the rest of our days like this." He pointed to Neale's body.

"You ended his misery, please," the hybrid pleaded. "End ours. Destroy this place, and all that is in here. I know that is what we all want. Promise us that you will do that for us…to end our misery. Promise us that."

Charles brought down his blocks, and fully opened his mind. The pain he felt when he first came here returned two fold. But this time Alessia helped him to endure it. He reached out with his mind, to touch the ones that tried to warn him. Each mind he touched he asked them the same question, they all gave him the same answer.

"_We want to die."_

Looking deep into the hybrids eyes he softly said, "Yes, I promise we will do our best to destroy this place and end your pain."

The hybrid's mouth stretched to a large smile. "That is all I need to hear. I will talk to the others, they will help you in any way they can." It was about to stretch back, but stopped.

"I would like to know the names of our saviors."

"The X-men," Magneto winked at Charles. "For now, we are, The X-men."

The hybrid's head pulled back to his body. "Thank you, X-men. I must go now, there are many out there that need to be told. The end of our pain is finally at hand." He flowed back into one of the corridors. He stopped and began speaking to released hybrids that were standing in the corridors. Minutes later they followed him down a hallway. Soon the large room was empty.

Once the hybrids left the room, Peter suddenly grabbed Charles arm. Charles immediately connected with a Nob in the Facility. He was running with Sinister. They were heading towards the first cavern.

"We must find a way to stop them," Sinister shouted to Centurion.

Sinister stopped in front of a control panel. He began pressing switches. Looking through the Nob's eyes, Charles saw the cell doors open.

"Sir!" Centurion cried out with alarm. "That's going to open all of them, even the ones in the first cavern. We don't have enough Marauders with us to protect you."

"I'll take that risk," Sinister said, he slammed his hand onto a large red button. The lights in the facility switched off. They were replaced with red lights. A warning alarm blared in the distance.

"We need them to keep our visitor's busy," Sinister said. "Let's go Centurion, there is one more thing I need to do."

Charles realized that what he just saw was not happing now, but was just a memory. Peter released his hold on Charles. His consciousness returned to his body.

"My friends," Charles tiredly sighed. "We are in greater danger than I thought. Sinister's most abominable hybrids were also released. I believe he may be using them as a deterrent while he makes his escape. We must prevent them from leaving the facility. The mutant powers Sinister gave them makes them a threat to both humans and mutants."

"Change of plans then," Magneto said. "We need to figure a way of destroying Sinister's complex before his hybrids can leave."

"Yes," Charles agreed. "Idea's anyone?"

Beast stared into the cavern. "Professor, when we first entered the tunnel, I wondered where they were getting their power from."

Charles searched into the memories he took from Sinister's mind. "It lays below us, Beast. Sinister actually tapped into the tectonic source of the mountain. He's drawing his power from there."

"Excellent, Tectonic, that's a powerful source professor. I may be able to figure a way of using that against him. Do you know how deep it is? If I can get down there I can find a way to implode the source, or back it up, something that would collapse the caverns above them."

Charles shook his head, "Miles below us, Beast. It took the Nob's months to get down there. Even if we did reach it, once triggered, we would never be able to escape in time."

Havok slapped Beast on the back, "It was a good idea."

"Wait," Charles said. He stared ahead, his brows furrowed in confusion. "No, he wouldn't. He must be stopped."

"Wouldn't what, Charles?" Erik asked him. "Stop him doing what?"

Charles answer was to have Alessia take him further into the empty room. He quickly realized it was actually a junction, six corridors led away from it. The area was huge, looking up Charles saw that the junction was opened all the way up to the ceiling of the giant cavern. He could see hybrids crawling, and flying in the huge open space. Everyone ran in after Charles. They stopped once they entered the room. All of Sinister's hybrids was gone, but in the distance, they could hear them shouting and roaring.

"He's going to do it," Charles gasped. "He's going to actually do it."

"Do what?" Erik impatiently asked.

Charles had touched on the mind of a hybrid hidden in the corridors. Sinister was rushing past him. He heard him talking about trigging a bomb that would take down the entire facility.

"Sinister," Charles explained. "He's going to destroy his own Facility."

"How on earth is he going to do that?" Erik said. "Charles, why didn't you know about this earlier? You have his memories."

Charles moved towards the center of the junction. "Sorry, but unless I know what I'm looking for, I don't know it's there." Charles closed his eyes, he tried to recall anything about bombs. "Yes," he hissed. "He has several bombs spread through out the entire Facility. If he triggers them he's going to take the whole bloody mountain down, with us in it."

"Is he mad enough to do that?"

"Oh yes," Charles said. "I've seen the extent of his madness. He is not above killing off his own creations to save his miserable life. He's lived over a hundred years, Erik. He'll just start all over again."

"Then we have to stop him," Erik said. "Where is he?"

Charles didn't answer him, his eyes were focused ahead. He saw a woman walking down one of the corridors. He instantly recognized her.

"Quickly," Charles hissed. "We must get away from here."

Alessia spun around, she stopped when Charles saw a large man coming through the corridors. His hand moved up, it began to stretch, its color turned gray. It changed into a sharp sword. In another corridor was a tall man walking towards them. Spotting them, he wickedly smiled. He lifted both hands and a stream of water snaked towards them. It whirled around the room and flew above them. Exploding in the air, it rained down on them.

Cyclops blasted his eye beam down the tunnel. The water-hybrid ran down the tunnel, his taunting laughter echoed down the passageway.

"Stay close together," Charles gasped. "It's our only hope of defeating them."

In the other corridors and above them, they saw the shadows of more hybrids walking and flying towards them. Everyone moved around Charles. Keeping their backs to each other, they faced each corridor. Ready to fight whatever Sinister sent to them. Not one of them was afraid; for they knew, the only way they were going to get out of here alive, was to stay together, as a team.


	31. How to Declaw a Tigress

X-Men: The Winds of Change

By Ldynwaitin

Chapter Thirty One

How to De-claw a Tigress

"She's so beautiful," Banshee sighed. He pointed to a woman slowly walking down a corridor. She was the most beautiful woman he had ever seen.

"Don't let her fool you," Charles warned him. "She's a killing machine."

Just as he said this, the woman changed. Her nails grew to sharp points, her mouth opened to reveal serrated teeth. Beast stepped forward, he cracked his knuckles, "This one's mine." Letting out a roar, he leaped into the air, just as she did. They met in a flurry of claws and fangs.

The man with the sword-arm sprinted out of the corridor. Erik stepped up, raising his hand he stopped the man. His metal arm was something he could control. The man snarled in anger as he was actually lifted off the ground. His arm extended down until it touched the floor. Once he made contact he immediately took on the same properties as the floor. His entire body shifted to a dull grey color.

He immediately fell to the ground. Now non-magnetic Erik could no longer control him. Searching the room Erik picked up chairs and tables, anything made of steel and threw them at the metal changing mutant. Once they touched the hybrid, he changed into a magnetic metal. Erik then threw the hybrid against the walls until he knocked him unconscious. But he knew that was not the end, he saw other hybrids coming down the corridors.

"Charles, we need to know how many and what they do," Erik grunted, as he lifted a heavy table and blocked a corridor. Cyclops immediately welded the table to the walls.

Charles quickly reached out with his mind. "Eleven…no I sense fourteen, including the she-devil, water and metal hybrid," Charles said. "They all know we're here." He skipped from mind to mind, seeking out each mutant power they held. Pulling back, he looked up.

"Angel, there's a flyer above us. He has leather wings. Don't let him touch you, he can absorb the liquid out of your body. But you're able to maneuver more quickly with your wings. If you use your spit on his wings, it should bring him down."

Nodding her head, Angel quickly flew to the upper floors. Charles tilted his head, he looked down the corridor at a small young girl. She stood at the entrance. Her alabaster eyes stared right into him. She was so innocent looking, but Charles knew better. "Banshee," Charles whispered. "This one is yours." He told him mentally what her mutant power was. Banshee stepped towards her.

Just as she opened her mouth, he opened his. Entering her mind, Charles saw her power was in her voice. She could bring down every person in this room with a scream. Charles knew only Banshee had the power to counter act hers. Banshee screamed as loud as he could. Its waves moved forward towards the girl. Her mesmerizing scream was cancelled out as they met. Banshee slowly moved forward, he kept her in front of him, ready to counter any scream that she attempted. Her mouth pouted, she stamped her foot on the floor in a spoiled snit. Spinning around she ran back down the corridor. Banshee glowed with pride, he was happy he didn't have to kill her.

"Riptide," Charles pointed to his left. "Send your tornadoes down that corridor. That hybrid's physical makeup is composed of smoke and dust. Your tornado should be able to tear him apart." He pointed to a corridor to his right. "Havok, I need you to send a blast down this one. The hybrid is creating a methane gas cloud. Once he makes it large enough he's going to set it off. You must ignite it before he does." Riptide quickly created a tornado. It spun away, into the corridor. Screams were heard as the tornado made its way down the passageway.

Havok rushed to the corridor Charles pointed to, he braced himself and released his most powerful beam. It ran down the corridor, igniting anything in its path. Half way down the corridor an explosion rocked the facility. Havok leaped to the side as flames poured out of the corridor and up the shaft.

"Sorry everyone," Charles shouted. "I didn't think it would create that large an explosion. That leaves seven unknown." As he scanned for the others, he saw something at the corner of his eye. It was a slight movement, almost as if the walls were moving. He dug his finger deep into the side of his head. He concentrated on searching for any hidden hybrids. Then he made contact. He found it was standing right in front of Benny.

"_Benny"_ Charles mentally told her. She angrily hissed at him, _"Get out of my mind!"_

"_Listen to me, there is a hybrid that has chameleon abilities standing right in front of you. You'll see him as a vibration on the wall. Shoot at the light fixture…that will be his head."_

Benny turned around, quickly pulling out her gun she spun around and shot at the light fixture. She immediately heard a howl and then saw something grey fall to the ground at her feet. It was a man, a small hole in his forehead was leaking blood. She slowly looked back at Charles.

"Excellent shot," Charles praised her. "I told you you'll be thankful for my gift." He grinned at her, it was so warm and so ingenuous she had to return it.

"Six still unknown," Charles shouted. He now attempted to try and stop them himself. A torrential rain began to fall on them. The hybrid they saw earlier was back. Charles touched on his mind. He first tried to reason with him. He was met by anger, and rage. He broke contact when he heard Mystique shout a warning. He was then pushed to the side as desks and tables now began raining from above. The water-hybrid's laughter filled the open junction. Controlling the water, it began to move the furniture, shoving them towards the corridors where the other hybrids waited for them.

Taking in a deep breath, Charles entered the most primitive part of the hybrids brain. He told his heart to stop beating. He saw the hybrid fall from above, hitting the water. As soon as he fell the water became harmless, it pooled at their feet. Charles then restarted the hybrid's heart. The fall did not kill him, but he would be unconscious for a long time. Charles had to rest, that took a lot out of him. He would not be doing that again, soon. Everyone was soaking wet. They tried to wring out the parkas they still wore.

"Thank you, Raven," Charles said, with a grin. Looking around Charles realized that the last hybrid had actually done them a favor, with the addition of the tables and cabinets it gave them a place to hide from attacks and gave Magneto more ammunition.

Charles was about to search for the last six until he felt a searing pain run through his brain, it caused him to bend over in Alessia. Then he heard a familiar voice, _"Charles Xavier, you and Magneto put on a great show. Tell Magneto to prepare to die, again. But this time I will make it stick."_

Panting, Charles shouted, "Erik, just got a love tap from our crystal…friend. She's not very happy with you being alive."

Magneto was moving several cabinets towards one of the corridors. "So sad, to bad. Tell her to come and join the party."

_"Emma, Erik sends his regards and wishes you were here."_

_"But I already am, Charles," _Emma madly sung. _"Here to end what you started."_

Emma was loose, and somewhere near them. Charles searched frantically for her. She was not in any of the tunnels. Looking up he saw her, standing on a floor just above them. Her diamond skin sparkled in the blinking red lights. Charles nearly jumped out of Alessia when he heard his X-men one by one screaming in pain. Emma skipped from mind to mind. Charles concentrated so hard on blocking her, that Peter had to pull him out of the way from something falling from above. Landing at his feet he saw the bat-like mutant squirming on the floor. He could see a burning hole in one of his leather wings.

Angel touched down, she squeezed her hands over her ears, trying to block Emma from her mind. Charles noticed that Emma did not lash out at any of Sinister's mutants. They were free to attack them. Charles moved back as the bat-mutant began sucking all the water that had pooled on the floor. As he absorbed it, the wound on his wing began to heal. Standing up, he glared at Charles. Slowly he began walking towards him. One touch from him and all the liquid would be sucked out of him. Only Magneto was immune to Emma's attacks.

"Erik, a little help, please," Charles shouted.

Charles raised his arm, and ducked as he saw a large table slam into the bat-mutant. He crashed into the wall, bits of him flew into the air. Pulling his arm down, Charles saw Erik quickly return to blocking the other corridors.

"Thank you," Charles shouted. "By the way, your girlfriend took you up on your offer." He pointed up. Erik looked up, he saw Emma standing at the edge of a railing. Her ingratiating grin added to Erik's anger. Two tables flew into the air, Emma moved back as they sailed towards her. They crashed into the railings, and shattered below, just missing hitting Beast who was still fighting the hybrid woman. His blue fur was dotted in blood, she managed to score a few hits on him.

Emma renewed her attack on him causing him to stop fighting. With Beast writhing in pain on the floor the She-Devil now turned her attention to Magneto. She leaped to the side as a chair flew towards her. She laughed with joy, this one was going to be more sport than the last one.

With Magneto occupied with the mutant she-devil, it was now up to Charles to find a way of stopping Emma. He saw her jump over the railing, she landed in front of him. She glanced over at Magneto.

"A girl after my own heart," she sighed.

Charles tried to think of a way of stopping Emma. His answer came with a touch from Peter. He immediately connected with the other Nob's. They slowly walked up to Emma. Concentrating on harming his X-men she did not notice them.

They came up behind her and clasped hands. Once they touched hands Charles gasped, he had never felt stronger in his life. His connection to Peter linked him to the minds of the Nob's. He had to catch his breath. He could see into every mind in the Facility at once. Not just one mind, all of them. For a second he'd forgotten the danger they were in, or why he was there. The high he was in was exhilarating, intoxicating. He did not want it to stop.

Then one of the Nob's touched Emma. Charles easily entered her mind. He could feel her hate, her rage. _"No more, Emma,"_ Charles said. _"You will not hurt my friends. You will not hurt anyone again." _Charles dug into her mind, he found the part of it that made her a mutant. He was surprised he did not think of it before. Emma immediately knew what he was about to do.

"No," she screamed. "You can't, you can't. It's what makes me special, don't do it."

"I'm sorry, Emma. But you've attacked my friends, I take that very seriously. You brought this upon yourself."

With the Nob's help, Charles found a way to stop Emma. A cold feeling raced through her mind. She tried to walk to Charles, but he froze her with a thought. She fell on her knees, her diamond hands covered her eyes. For the first time in her life, her mind was silenced.

Charles had stolen her most precious gift, he burned away her telepathic power.

The Nob's released their hold on her. Once they were no longer in contact, it broke the connection Charles had with them. For a moment he felt lost. He wanted to return to that high again. He saw Peter smiling at him.

"Help, friend," he said.

Charles gently smiled back, "Yes you did."He saw the attacked X-men slowly stand up. Once Beast stood up, he beckoned the she-devil. She immediately resumed attacking him.

Erik glared angrily at Emma, several tables and cabinets were torn into strips. They moved towards Emma. As the strips flew towards her she did not move. They snaked around her body, constricting her. As they pulled tighter, the sound of cracking glass echoed in the junction. Yet Emma did not try to fight it.

"Erik, don't," Charles strongly insisted. He moved Alessia in front of him. Erik's eyes remained trained on Emma.

"She betrayed her own kind, Charles. She caused the deaths of many mutants. She deserves to die."

"Erik, she's had her claws cut. I took away her telepathic power. If you want her to truly suffer, you would let her live."

Erik looked into her eyes. Then he saw it, she wanted to die. Charles took away her most precious gift, she would rather die than live without it. Erik opened his hand, the strips fell to the ground, Emma with them. She grabbed the metal strip, "Do it!" she shouted. "After what I did to you, to all of you, kill me, you have to kill me." She looked up at Charles, tears streaming down her diamond face. "I can't live like this."

Erik coldly smiled at her, "Justice is served."

"Uh guys, this one is still kicking," Beast grunted. The she-demon was slashing and wailing at him. It was all he could do to keep her from tearing his heart out. Banshee took in a deep breath and screamed at her, she slammed into a wall. Magneto piled desks and tables over her. Cyclops welded them to the floor and wall. She howled with fury as she was imprisoned in the makeshift prison.

Emma sat on the floor, her head hung dejected. Cutting her heart out would have hurt her less. She stared blankly, she was no longer special, her most precious gift was gone.


	32. Opening a Door

X-Men: The Winds of Change

By Ldynwaitin

Chapter Thirty Two

Opening a Door

Even with Emma hobbled Charles knew this was not over yet, there were still many dangerous hybrids released in the Facility. Already he could see the barricades that they built being attacked. It would only be a matter of time for them to break through.

Charles saw Cyclops was still sitting on the ground and clutching his head. "Cyclops," Charles asked. "Are you all right?" Not getting an answer, he looked into his mind.

Cyclops shook his head, the pain that Emma sent him was deep. So deep it seemed to penetrate the darkest part of his thoughts. He shook his head again, Sinister's words echoed in his mind.

"_Wake up, Scott. Wake up."_

Charles could feel that Emma had weakened something in Cyclops mind. He was close to opening another locked door. Charles knew exactly where to go. He went to the memory he saw before, when Scott was a boy in the orphanage.

Scott was looking out a window, below him he saw children playing. He was suddenly pulled back from the window.

"Scott," Mr. Milbury scolded him. "When are you going to realize that you are a threat to any boy here. You cannot play with them."

"I'm sorry, Mr. Milbury," the small boy whispered.

"It's all right my boy, come here." Sinister opened his arms, Charles jerked as again he felt pain, yet in Scott's mind Milbury was benignly standing in front of him. Charles played the memory again.

Scott looked down, "I'm sorry, Mr. Milbury."

"It's all right my boy, come here." Charles stopped the memory there, froze it in that moment of time. He knew now this must be where the block was located. He dug deep into this scene, tried to peel back the many layers that Sinister implanted. With the door nudged open by Frosts attack, he brought back the true memory that Sinister altered so long ago.

Scott sadly looked down on the floor, "I'm sorry, Mr. Milbury."

"It's all right my boy, come here." Sinister roughly grabbed him. Pulling his hand back, he slapped Scott on the face, knocking him down. Charles again allowed the memory to play the way Sinister altered it, but he had the present Scott see what really happened.

As Charles found more false memories he showed Scott the true ones. Then it happened, he felt a break in his mind, Sinister's hold on him was crushed. It was crushed with the reality of a heartless man that tortured an innocent young boy.

Scott slowly drifted into a room. He saw two young boys standing in front of a tall man dressed in a uniform.

"Are my guys ready to fly?" the man asked them. "Scott, Alex Summers, what say you?"

Scott came to attention, the young boy clumsily came to attention next to him.

"We say, yes dad," Alex said.

"Yes, sir," the young Scott corrected him.

Scott was now in an airplane. His mother was strapping in a large box with his brother. His father was working frantically on the planes controls.

"Christopher, what are we doing to do?" the woman asked the father.

"Get them out of here," Christopher shouted.

"Mom, what about you and Dad?" Scott asked her.

"Don't worry about us, honey." She tried to hide the fear in her voice. "We'll be right behind you. Now stay with your brother, okay?"

"I promise, Mom." Scott held Alex's hand as they were pushed out of the plane. The parachute snapped open. As they drifted down Scott watched the plane crash into the ground. His eyes welled with tears as he did not see a parachute open.

The memory faded to the orphanage. Scott saw Alex crying, he was being dragged away from him. "Scott!" Alex cried. "You promised we'd stay together."

"There, there, Alex," Mr. Milbury cooed. "None of that."

The grown Scott watched Milbury place his fingers on Alex's head. Alex suddenly stopped crying. Scott could see Mr. Milbury's eyes turn white. "Sinister," he whispered. "All this time, I was living with the devil." Once Sinister released Alex, he slowly walked away. Milbury steered him to one of the attendants.

"Take him downstairs. There's a couple there waiting to adopt him."

Hearing this Scott ran to Alex, Milbury's arm shot out, grabbing the small boy. "No, no, let me go," Scott cried. "You got to let me go. I promised him we'd stay together, he's my brother!"

"Hush, Scott." Milbury placed his fingers on his head. "Go to sleep." Scott fell limp in his arms. Milbury carried him to a bed and gently lay him down. "Don't worry Scott, you'll be fine here. It's a pity that your brother died in the plane crash." He covered him with a blanket. "But I'm here, to take care of you. I have so many plans for you, Scott. So many plans my special boy."

Pulling out of his mind Charles knew that only seconds had passed. He saw Cyclops jump up, a small smile parted his lips. He had a brother, all these years Sinister hid it from him, but now he knew. He had a brother!

"Havok," Charles called out. "There is something I believe that Cyclops needs to tell you."

Magneto was stripping several tables into makeshift spears. "Charles, we really don't have time for this."

Charles hushed him with a look. "This is important, Erik."

Havok moved over to Cyclops. "What do you have to tell me?"

Cyclops searched into his eyes. He couldn't understand how he never noticed it before. "Alex, were you adopted?"

"I told you that before. But I don't remember the orphanage I came from."

"I do," Cyclops said. "I remember the orphanage you came from, because it was the same one I grew up in," Cyclops was so excited he felt his eye beams bursting to get out. "Alex, I never told you my last name. In fact I didn't know what it was until just now." Taking in a deep breath he said, "It's Summers. My name is Scott Summers, and our fathers name was Christopher Summers."

Charles moved closer to the two brothers. "Alex, unfortunately the two of you have come upon Sinister before. It was in an orphanage, where two young brothers were grieving for their lost parents."

It only took a few seconds for it to sink in. Alex looked at the Professor. He saw him nod his head. "Yes Alex, Scott is your brother. Both of you were taken in by Sinister as young lads. He locked away your memories, separated you. Only now has Scott remembered what happened so many years ago."

Havok bit his lip, he shook his head, "A brother, I have a brother?"

Scott wrapped his arms around Alex. At first he didn't return the hug, then he did when he heard Scott say, "I promised you we'd stay together. I'm sorry."

"Don't worry," Alex said. "When we get back, we can make up for lost time."

Banshee splashed his feet in a puddle left by the water-hybrid. "Hate to break up the family reunion, but that's if we get back. We're soaking wet and standing in water. If one of those electric hybrids finds us, we'll all be electrocuted."

Charles agreed. "Banshee's right. Erik, we need to end this, now."

"How?" He really had no idea what to do next. "I can't do anything, I'm useless."

"No!" Charles hated to see Erik give up, it was not his way. "Is this the man that played catch with a fleets missiles?"

"There is nothing here I can use to defeat them." Erik swung his hand around. "Just useless chairs and tables." They banged on the floors and flew into the air.

"Then you need to find it, Erik. Use your gift. Sinister was right about one thing, we are the most powerful mutants on this planet. From one powerful mutant to another, I say, we do not give up. There is a way, you just need to look for it."

Charles moved Alessia to sit in the center of the junction. "I have faith in you, Erik. Find a way to stop Sinister, we'll watch your back."

The other's slowly began to surround him. Charles kept in touch with each one. He would warn them of any break in the barricades. Grinning to Erik he gave him a nod of confidence. Taking in a deep breath, Erik stood in the center of the junction.

Closing his eyes he reached out with his power. He searched everywhere, the walls the floors. All were composed of the non-magnetic alloy that Sinister created.

"No Charles," Erik growled. "He's thought of everything, there is nothing I can do to stop him."

The electric hybrid had broken through the barricade. Havok immediately shot a plasma beam at him. The hybrid rolled to the side, the beam hit another hybrid behind him. The beam bounced off his body and shot back. Charles shoved Erik aside as the beam flew past him. This hybrid was able to reflect any energy shot at him.

The electric-hybrid moved behind the reflective-hybrid. He aimed his electric bolts up, they hit the walls and moved around the room. Magneto cursed as he felt his power grow weaker. Charles clutched Alessia. He used her to get into the minds of the mutants. He needed her boost to enter both minds at once. Something he could never do without her. He gasped as he held them in a frozen pose.

"Hurry," Charles struggled to hold them. "Holding the two is draining me and Alessia."

Nelson and Benny picked up the spears Magneto made and threw them at the reflective-hybrid. The metal spears tore into his body. As he fell Magneto picked up a spear and threw it at the electric-hybrid. It hit with such a force it passed through him and into the walls of the building. Electric bolts flew out of the spear and into the air. The electric-hybrid slumped down, the spear in his chest sparking.

Charles clutched his chest, he immediately released his hold on the hybrids. Alessia's power was weakening. Her batteries were dying. She only helped him in the beginning, the last few seconds it was Charles alone that kept the hybrids frozen. He felt drained, but he could not let the others know.

"_Erik,"_ he mentally told him. _"You can't give up. We have to think like him. Sinister thinks he's above us all. Look at the way he treats us, the way he treats everything." _Charles saw Peter was still by his side, just like Sinister. But to Sinister his kind was inconsequential, nothing. When they were by his side, they were invisible to him. That was his biggest mistake, for they proved to be a hidden weapon used against him. Then it hit him, Sinister did have a weakness.

"_Erik, the small things, he overlooks the small things. You must look for that. Something that is inconsequential to him."_

"Small things," Magneto grumbled. Closing his eyes, he searched deeper into the Facility. There had to be something that he could use, something that Sinister's large ego overlooked. As he searched Charles felt him faltering, giving up.

"_Erik, look for the small things, the little things. Even the tiny termite can take down a mighty oak." _

Erik reached out with his power through the walls, the floors every little…then he found it. A small smile parted his lips. "You missed something Sinister, the glue that holds it all together."

"Charles, I found a way to take this Facility down. Where is Sinister?"

When Peter touched him, Charles closed his eyes. His mind skipped over all the Nob's left until he saw Sinister walking up a catwalk to the platform that controlled the Facility. He opened the panel that would activate the bombs. As he punched in his code, the panel lit up. Sinister slammed his palm on four red buttons. Six numbers lit up on the panel, counting down backwards. It started at, 02:00.00

"Centurion, we have two hours to get out of here before it all comes down. The released hybrids should keep Charles busy while we make our escape."

Charles quickly returned his mind to the junction. "Erik, you need to do something now," Charles warned him. "Sinister has activated the bombs. We have only two hours to get out of here before they go off."

Erik raised his arms and closed his eyes. He needed to concentrate if they were to be saved. Charles quickly told Peter to warn his people. Charles saw his eyes glass over for just a second, then he smiled at Charles. "Friends, safe."

"Good, then we need everyone to protect Erik now," Charles said. "No one must touch him."

They closed their circle tighter. At that moment, they needed to protect Magneto at all costs.

Centurion watched the clock counting down backwards. "Mister Sinister, we should be able to reach the plane long before…" he stopped talking when he heard a rumble. Then what sounded like a gun firing. He saw something ricocheting off the walls and tumble on the control panel. Sinister picked it up. Holding it in his hands his eyes grew wide with fear.

"The bolts!" he shouted. He angrily threw the bolt over the railing. "I forgot the bloody bolts!"


	33. Enjoying the little things in life

X-men: The Winds of Change

By Ldynwaitin

Chapter Thirty Three

Enjoying the little things in life

Erik was grinning from ear to ear. It was exactly how he overcame Shaw in the submarine. He was looking so hard at the big picture, he didn't notice the small things. That's when Erik pounced. He held his hands high in the air. He moved them left, then right. Each time they moved everyone heard a groan and a distant crash. Erik concentrated on every bolt, screw and nail he could find. It was exactly what Charles had said - Sinister overlooked the small things. He used screws and bolts made of magnetic metal to hold his facility together. Erik concentrated on jerking and pulling them all out. One by one the floors in the first cavern began to collapse, bringing the Facility down.

The hybrids in the corridors began to panic as a cloud of dust and metal flowed through the passageways. Their priorities now changed, they needed to save their own lives. They ran away, searching for an escape.

Sinister and Centurion raced off the platform and towards the tunnel that led to the elevators. They could hear the entire facility crashing down behind them. Reaching the elevator, they thought they were safe, until they heard a large boom, and dust spilling out of the cracks in the elevator doors. Centurion grasped the doors and pulled them open. The elevator was broken in pieces. Every nail and screw was missing, only the panels of non-magnetic metal lay crumpled on the floor.

Sinister ran back through the tunnel, he had to stop the bombs from exploding. Coming to the end Centurion grabbed him. The platform was coming down. Sinister stood in the doorway and watched it tip one way, then the next. He saw it then tip forward, and tumble down.

"Centurion," Sinister screamed. "Those blasted bombs are going to go off in two hours. I have no way of stopping them. Get me the bloody hell out of here!"

Centurion tried to think of a way of saving Sinister and himself. Their only escape lay below. But the entire Facility was now in shambles. He knew there was only one way he could save Sinister and himself. Standing, he vibrated, duplicates began pulling out of his body. He knew he would need many for his plan work. Once he created twenty of them he snatched Sinister into his arms and ran to the end of the tunnel.

He leaped into the open air. His doubles followed him. He held Sinister tight as he fell down into the destroyed Facility. Tumbling down six floors he landed on his back on top of a pile of twisted metal. Sinister survived the fall, but Centurion's back was broken. Around them his duplicates fell next to him. They were not dead, but they were just as severely injured. Each one crawled to Centurion, once they touched him, he absorbed them into his body.

With each one he touched, his wounds began to heal at a faster pace. Once he absorbed the twentieth duplicate his back was completely healed. Standing up, he searched the area. "This way," he told Sinister. He headed towards a corridor blocked by a large fallen beam. As he walked, he created more duplicates to remove the beam.

For the first time in his life, Sinister was frightened. He did not age, but he would never be able to survive the devastation left from the bombs. He cursed himself for being so stupid. He was so enamored with having someone that was close to his intellect, he was blind to the fact that Charles Xavier was much more resourceful than he gave him credit. If he was not in such a hurry to flee the Facility he would be searching for Xavier to let him know that no one crossed Mister Sinister.

"Erik, stop," Charles shouted.

The junction they stood in was becoming clouded with dust and debris. Erik opened his eyes. "Did it work?" he asked Charles.

Charles searched the Facility. Several Nob's were coming out of hiding. He was thankful that Peter warned them in time. Through their eyes, he saw the extent of the damage Erik caused. The entire first cavern was in ruin. Torn metal sheets lay crumpled on the floor. One of the Nob's Charles made contact with was looking up. He saw something falling from above - it was Centurion. He was holding Sinister in his arms. He also saw Centurion's duplicates falling behind him. They fell on top of a pile of debris.

Charles saw Centurions duplicates falling like rain, banging into the metal as they hit it. Then he saw the most miraculous thing. Each copy crawled to the original. With each touch they were drawn back in. In seconds Charles saw the original Centurion stand, healthy and whole. He began to climb down the pile of broken metal, with Sinister behind.

"I'm afraid you only managed to delay him," Charles told Erik. "He survived your attack, and is searching for a way out of here."

"What about the bombs?" Beast asked.

Charles shook his head, "With the theatrics that Centurion just went through, I would hazard a guess that the bombs are active and still counting down to this Facilities destruction. Only good thing is Sinister is just as stuck in here as we are."

"We need to rectify that." Charles tried to think of where they were located. "We need to find a way of getting out of here as quickly as possible." He searched through the memories of Sinister, everyone saw a small smile part his lips. "Yes, I believe we could use that." Charles pointed to his right. "If we take that tunnel, it should lead us to a maintenance cavern. It houses the power being pumped from below. It will be hot in there, but it should take us close to a second tunnel that will lead us out."

"Let's go then," Magneto said. He briskly walked to the tunnel, brushing past Emma who still sat on the floor. Everyone walked past her, ignoring her or giving her hateful glances, everyone but one.

Charles stopped Alessia in front of her. "Emma, Sinister has several bombs placed in the Facility. He's armed them. In less than two hours this place is coming down. Even if your diamond skin helps you survive the explosion, I don't think you'll be able to live very long trapped under several tons of rock. Come with us."

Emma shook her head, "What do you care if I die, you already killed me."

"I will not apologize for what I've done, you were hurting my companions, my friends, betrayed us all to Sinister. But even though you are my enemy, I cannot just leave you here to die. Emma, if it helps I did not take your power away, well not entirely."

Emma wiped the tears from her face, she hated looking weak, especially in front of an enemy. Slowly she stood up. "What do you mean?"

"I borrowed a trick I learned from Sinister. I put in a command, deep within your mind. You can no longer use your telepathic powers against myself, or my friends."

"You mean…?"

"Yes, you can still tear through a mind like a lawnmower, just not anyone I know."

Emma's eyes narrowed, "I will find a way to break this."

"Can't do that here." He looked at the tunnel where his companions fled. She glanced down the tunnel and then walked to another. She looked back at Charles, "I'll take my chances alone." Without another word, she ran down the corridor and disappeared.

Charles let out a heavy sigh, at least his conscious was clear. He told Alessia to follow the others. He felt her moving slower, but then she stopped.

"Power low," he heard her say. "Will need to recharge."

"How much time left?" Charles asked her.

"Power will be depleted in thirty minutes 49 seconds."

"Not enough time," Charles hissed. He had to think of some way to keep her running. "Alessia, if you shut down everything but the tracks that move the chair, how long will they last?"

"Using power only to move chair will last two hours twenty two minutes 55 seconds."

"That's more than enough time. Alessia, do it," Charles ordered her.

"Shutting down telepathic enhancement," Alessia declared. Charles felt the enhancing properties click off. He was on his own now. He ordered her to follow the others. As he approached the tunnel he picked up speed. He looked behind and saw a faithful friend pushing him.

"Peter, I don't know how I've survived without you."

"Peter always be here, for you," he simply said.

They moved through the corridors. Peter pushed Charles quickly towards the front of the group. It took them nearly twenty minutes to reach the end of the corridor. A large metal door stood in their way.

"Havok, if you please." Charles pointed to the door.

Havok blasted a plasma beam, it easily blew the door open. Immediately a hot breeze flew towards them. "God, that is hot!" Nelson moaned.

"I said it would be, but don't worry. We'll sweat, but not to death. We need to work quickly. The bombs aren't waiting for us to leave before they explode."

This was enough to give them the incentive to enter the tunnels. Pulling their parkas off, they carried them as they moved through the tunnels. Charles was right, the heat was nearly unbearable, but the threat of the bombs was enough to endure the intense temperature. Cyclops was the last to enter the room. Hearing distant shouting, he knew that they were being followed. Havok helped him pick up the door. They braced it against the doorway as Cyclops used his eye beams to weld the door shut. He didn't know how long as a deterrent it would last, but hopefully it would give them enough time to flee from here without being attacked.

They quickly moved through the heated tunnels. The only good thing about the heat was that it was drying their wet clothes. Ten minutes later they came to a fork. Charles didn't have to tell them which way to go, Peter knew. He pushed Alessia down the right tunnel. Another ten minutes and they were confronted with a second metal door. Havok easily brought down this one as well.

Magneto went through the door first, he was surprised to see at least forty Nob's waiting for them.

"Peter informed them where we were going," Charles said. "But I fear that they are the last ones left. The others could not make it."

Ignoring them, Magneto swiftly moved down the cavern. He stopped when he came to the end, he stood before a rock wall. Spinning on his heels, he looked at Charles. "Well, what now?"

His answer came when four Nob's stepped up. Touching the rock wall, it began to melt away in their hands. It grew large enough for them to exit. Magneto, Beast and Cyclops rushed through first. Realizing that night had fallen, they quickly searched the area. They saw no sign of Sinister or Centurion, Cyclops shouted an all clear.

They quickly fled out of the tunnel. Once the last one was out the Nob's closed up the hole.

Everyone began to pull on their parkas and pull over their hoods. Charles hugged his arms tightly around his body. With the setting of the sun the cold and wind on the mountain was intense. Noticing him shivering, Beast begin taking his coat off.

"N...no," Charles stuttered. "It's yours."

Beast shook his fury head, "Professor, don't worry about me, I already have a coat." He shook his body, Charles actually saw his fur grow thicker, a power he didn't know he had. Smiling his thanks, he shrugged into the coat. For once he was grateful he could not feel his legs, he was sure he'd be shivering more if he did. Then it struck him, "Peter!" he gasped.

The small man stepped in front of him. Charles touched him, he could see that the cold did not affect him, did not affect any of the Nob's.'

"Guess they adapt quickly," Beast said. "Really would love to study these guys."

"You'll get your chance," Charles said. "Once we bring them home with us."

"That's still up for debate," Benny said, "…the getting home part." She cocked her gun, and pointed ahead. Looking in that direction Magneto saw several shadows moving in the darkness.

"I'm guessing that we're not the only ones who found our way out of there," Benny said.

"Yes," Magneto agreed. "With our luck, they won't be the friendly kind, either."

"Friendly or not, I believe that is the way we must go to flee from here," Charles said. Touching his head, he closed his eyes and reached out with his mind. Concentrating he probed ahead. He touched eight mutant-hybrid minds. Each one he touched he tried to draw out as much information about their mutant power as possible. Breaking off the connections, he took in a deep breath and opened his eyes. He saw everyone staring at him, waiting for his next orders.

It was all up to him now. After all they went through to rescue him, he prayed that he would not let them down. "First you should all know, that no matter what their power is, we have the advantage. For we work as a team, they have only one purpose, to kill us."

"Good incentive," Banshee said. "For us."

"For now I sense eight of Sinister's hybrid Mutants ahead of us. I'll mentally tell you of their power and how to combat them as we confront each one. Quickly now, we don't have time to spare."

Magneto took the lead, once he saw the outline of someone ahead Beast whispered to him, "The Professor said his power is the ability to manipulate ice and snow. We need to look for attacks anywhere but where he is standing."

Nodding his head, Magneto took a step forward. He was pulled back by Beast a split second before something large flew over them. He couldn't believe his eyes, it was a giant hawk completely made out of ice and snow. Its blue beak opened and let out an ear-piercing shriek. Its head was shattered into a million pieces once Cyclops eye beams blasted through it. Magneto was about to take a step forward when the head of the hawk flew back together.

"Never easy, is it?" Magneto snarled. He held his hand up, taking Charles advice he looked for the small things. He found the snow here was not pure. It contained pollutants that rained from the skies above, metallic pollutants. Latching onto them he was able to grab the giant Eagle. He moved his hand to the left, the eagle slammed into the rock face just above the mutant that created it. It rained down on him, knocking him to the ground.

Beast ran forward, pulling his arm back, he cold cocked the mutant. Charles stared at the hybrid, he gave a command for him to go into a deep sleep. "He won't harm us for now," Charles told Beast. "We need to get away from here as fast as possible. There is only an hour and fifteen minutes left before the bombs goes off."


	34. A Change in Plans

X-Men: The Winds of Change

By Ldynwaitin

Chapter Thirty Four

A Change in Plans

Leaving the fallen mutant behind, they ran down a narrow gully. Cyclops aimed his eye beams ahead, burning a trail through the snow for Alessia to roll on. Turning a corner, they all skidded to a stop. To the right of them was Sinister's mansion, carved out of the rock face. Just to the left was a very fat mutant. He glared at them, his pale eyes focused on the ones in the lead, Beast and Magneto. His body suddenly began to slim down, until he was stick thin. Beast and Magneto immediately fell to the ground, moaning in pain.

"I feel like I weigh…a ton," Magneto groaned.

"His power is adding weight," Charles shouted. "We need to stop him."

Banshee screamed, his sonic power flowed towards the hybrid. Banshee was surprised how quickly he moved. As he was about to scream again, he saw something falling from the skies. A man landed behind the hybrid, grabbing his arms the other hybrid leaped into the air, jumping to an impossible height.

"I got this one, Professor, I'm guessing he jumps really high," Banshee said.

"Yes, didn't see that one coming until it was to late," Charles admitted.

Magneto and Beast began to slowly stand up. Charles concentrated on finding where the two mutants fled.

"Professor, look out!" Nelson shouted. His attention on finding the mutants, Charles did not see several tiny arrow shaped projectiles flying towards him. Nelson pushed him out of the way, but he was not so lucky. One of the small arrows imbedded in his hand. Almost instantly he felt his hand go numb.

"Benny," he cried. "I have no feeling in my hand." Benny immediately ran to help him. She threw Charles a deathly look.

"Don't worry, it's not fatal," Charles explained. "That hybrid shoots stingers that can paralyze you."

Peter pulled Charles back around the bend. The others followed him.

Magneto slammed his fist in the ice walls that surrounded them. "I do not like hiding, like a coward. Time is ticking away, how long will it take for us to get to the plane?" he asked Beast.

"It took us two hours to walk here," Beast replied.

"We also have a small crevasse we need to get over," Cyclops admitted.

Magneto threw his arms in the air. "That's fantastic, a crevasse blocking our way, and a two hour hike in the darkness. Why didn't you mention this before?"

"Sorry," Beast growled. "We had Centurion on our tail, not to mention several of his Marauders. It's not like we knocked the mountain down."

"Actually…" Banshee began to say, before he got an elbow in his side from Beast. Magneto looked back, "Charles, how bad will the damage be up here? Will we be able to ride it out?"

Charles' eyes glassed over as he tried to recall Sinister's memories. His eyes grew wide in shock. "Dear God, the man is insane."

"Don't like the sound of that," Havok said.

"Charles," Erik said. "What did he do?"

"Destroying that jar was not enough. Sinister already extracted the killer disease from the mutant's genes and duplicated it. He's fabricated Biological-Bombs. They're lying inside four rockets that are programmed to launch into the atmosphere with the destruction of the Facility. They will reach a trajectory high enough to impregnate the clouds. Once they go off that killer virus is going to spread to all four points of the compass. If that virus mixes with rain clouds it's going to bring down the destruction of the human race."

Erik coldly stared ahead, "You haven't answered my question, Charles. Will we be able to ride out the explosions?"

Charles brows furrowed in anger. "Erik, we can't allow those rockets to take off, we must destroy them."

"Why?" Erik calmly asked.

Charles took in a deep breath, it was the same old argument. It was the one thing that they both stood on opposite sides of…humans. Erik wanted them eradicated from the face of the planet, Charles felt they could live together peacefully. He had to think of a way of changing Erik's mind.

"Erik, destroying a fleet is one thing, but an entire planet? I can't believe that even you could possibly consent to that." Charles moved Alessia closer to him. Everyone pulled back, the future of the humans now lay between these two men, the most powerful mutants on the planet.

"And would they do any less to us?" Erik angrily countered. "You above all have seen what they're capable of. We stopped world war three before it even started. And our reward was a barrage of missiles. Is that a race worth saving?"

"Don't you see, allowing this to happen will help Sinister build a world fashioned from his twisted vision. Is that what you really want, Erik? Robbing Peter to pay Paul, is that any better?"

Erik angrily glared at Charles. No matter how much he hated humans, and they hated Mutants, at least the humans were manageable. Sinister's future was not. In his world, only his hybrids would exist. Natural mutants would be hunted down and harvested to create more of Sinister's hybrids. He knew Charles was right, but he did not want to admit it. As he hesitated, it was Charles that helped him make the decision.

"Erik, if you destroy these missiles, if you do this for me. I promise that I will join you in your cause."

"No, Professor!" Beast shouted. "You can't, you belong in the school, to help mutants."

"Please Beast," Charles sternly said. "This is between Magneto and I."

Charles looked straight into Magneto's eyes, "Do we have a deal?"

"I have your word, Charles?" Magneto said. "You will fight with me against the humans, be by my side. No more arguments, no more debates."

Charles nodded his head, "I give you my word. I will fight by your side, together, like brothers…as you said. But my price for this is stopping those rockets from leaving the mountain."

Erik didn't hesitate, he stuck out his hand, Charles took it. They both shook. "Done," Erik said.

Charles gently smiled, "Thank you, Erik." Taking in a deep breath, Peter pushed Alessia close to the edge of the gully. "The missile's bay doors open somewhere at the top of Sinister's mansion. You need to get up there and disable the rockets. They're timed with the bombs. The rockets will launch minutes before the bombs go off."

"We still need to find a way of getting out of here before all that happens," Cyclops offered.

"There's also the little problem of getting past that crevasse, and back to the plane in an hour and ten minutes," Beast pointed out.

"How deep is this crevasse?" Charles asked. "Was it there when you first came here?"

Beast looked a bit embarrassed. "Yeah, well you see we had a little problem getting here," he looked at Banshee. Banshee grinned and shrugged his shoulders. "Anyway, the crevasse is bottomless. Once crossed, we still need to get past some giant boulders."

"Giant boulders?" Magneto dragged his hand down the front of his helmet. "Oh this just keeps getting better."

Charles stared ahead. Their only chance of getting home safely was blocked by boulders and a bottomless crevasse. Only three of them could fly. They could not possibly all make it back in time.

Beast could see Charles debating on what to do. "Let me go, Professor." Charles looked up at him. "If I run at my top speed I can get there in half an hour. That's more than enough time to warm up the engines and bring the plane over here."

"Beast," Cyclops said. "You just barely made that landing, you said it's not long enough to take off. You were counting on Magneto to lift the plane and take off in the air."

"I don't need a landing strip, I installed a vertical lift in her."

"But you just put it in," Charles pointed out. "Did you have enough time to test it?"

Beast winked at him, "No time like the present. Look, there is no way you can stop those rockets and get back to the plane in time. This is the only way we're all getting out of here alive."

"You can't go alone," Havok insisted. "You need someone to back you up."

"Being alone means I only have to look after my back not someone else's."

"That settles it then," Charles said. "Beast will go back to the plane, alone. He'll move much quicker. Once there you can bring the plane here so we can make our escape. And Erik," Charles looked at Magneto. "In answer to your question, we can not ride out the bombs destruction. Sinister was very thorough. He has enough force in those bombs to take out this entire mountain top. It will destroy everything for miles, including where the plane is sitting."

"Then we'll go with Beast's plan," Magneto said. "We'll stay here and stop those rockets from taking off while he gets the plane."

"Great, now we have to figure how to get me past the hybrid mutants," Beast mumbled.

Charles stared ahead, "I think I may have a way." He tapped the side of his head. "I've already used a trick that Sinister showed me, why stop there." He stared ahead. "Here's a little something from the white queen herself." Charles stared ahead, he searched with his mind for any mutant that was in his reach. "Get ready, Hank."

Charles gasped as if in pain, in the distant shouts and screams was heard. "Now Beast," Charles groaned. "I can't keep this up very long."

Beast didn't know what the Professor was doing, but if he said to run, he would run! He sprinted around the corner. He dug in his claws in the ice and swiftly ran towards the mansion. He saw a hybrid lying on the ground, clutching his head. Darts flew out of a segmented tail. They flew into the air, and uselessly fell back down. Beast ran past him, until he came to the gap that led back to the plane. He turned left and sprinted away from the mansion. The cries of pain from the other hybrids echoed behind him. He raced down the gap. Spying the crevasse ahead he said a prayer of thanks that the it had not grown any wider. Bending his head down, he pumped his arms and ran as fast as his legs could carry him.

Coming to the edge of the crevasse, he leaped into the air. In seconds he safely landed on the other side. Now he had to contend with the boulders. He jumped to the top of one. He then hopped from boulder to boulder until he came to the large one they dropped to block the corridor. He dug in his claws and climbed to the top. Looking ahead the glacier looked eerie in the darkness of the night.

Taking in a deep breath he jumped off the boulder. Landing hard he raced back to the plane. The lives of his friends now depended on him getting to the plane in time. His lungs stung from the cold air, but he ignored it. He focused ahead and ran the fastest that he'd ever run in his life. He called in his inner beast, letting it take full control of his body. He never felt so strong, so invigorated. Pumping his arms, he ran as fast as his legs could carry him. If there was a race that ever needed to be won, this one was it.


	35. Respect Lost, Respect Gained

X-Men: The Winds of Change

By Ldynwaitin

Chapter Thirty Five

Respect Lost, Respect Gained

Once Charles knew that Beast was safely past the hybrids he stopped mentally attacking them. His hand dropped and he lay his head back. He had never used his mental powers as much as he has today, he felt totally exhausted.

Erik became concerned, he had never seen Charles look so pale. "Charles, are you all right?"

"I'm fine," he quickly returned. Patting Alessia's armrests, he sat up. "No time to rest, we need to get to those rockets and stop them before they take off."

Pulling her parka off Angel opened a hole in the back. "I'm not helping." She pulled her parka back on. "I only came here to save Magneto. He made a pledge with you to stop those rockets, I didn't." Her wings began to unfurl through the opening.

"Angel," Magneto stepped up to her, he couldn't believe she was leaving them. "Stay here, we need you."

Angel slowly shook her head, "I can get out of here on my own. I'm not waiting for any more 'ifs'. If Beast makes it, if he can get the plane here, if we can make it out of here alive before those bombs go off. I've always had to watch out for myself. Been that way most of my life, I'm a survivor. And my survivor instincts are telling me to get the hell out of here while I still have a life to save."

She sadly looked at Magneto, "You said we were the future, that humans are becoming extinct. I believed in you, like I believed in Shaw. Now you're on his side, saving the humans. If it was up to me, I wouldn't stop those rockets. I'd let them go, but then I've always known I never had a say. I think it's time for me to leave."

She pulled her hood on. Turning, her wings fluttered slowly at first. As they picked up speed, she flew into the air, and away from the mountain. Magneto stared up at her until she was out of sight.

"We, uh," Charles began to say. He was surprised how quickly Angel turned her back on them. He really felt she would have fought with them to the end. "I'm sorry, I can't remember what we were talking about."

"The Rockets and hybrids, Professor," Havok reminded him, "A double header that we need to stop."

As they debated on what to do next, Cyclops noticed something. The Nob's that followed them were standing in the open, yet they were not being attacked. "Professor," he said. "Look at the Nob's."

Everyone turned and looked at the Nob's. Some of them were standing in the center of the gully, right out in the open. Charles was about to tell them to come back, when Cyclops stopped him. "Don't, Professor, I don't think they're going to be attacked."

Minutes later the Nob's were still standing there, unharmed. "Your right," Havok said. "Let me try something." Before anyone could stop him, he rushed down the gap and around the bend. Seconds later, he ran back, followed by a man with a long tail. Its tail was spitting out several darts. Havok slid to the ground while Cyclops blasted the darts before they reached them. Banshee screamed at the hybrid. He was thrown back so hard, he was shoved right into the glacier.

"Damn it, Havok," Cyclops scolded him, as he helped him up. "I just found out you're my brother, don't be doing stupid things like that."

"Aw, their first family-fight," Banshee said.

Smiling at Cyclops, Havok slapped the snow from his clothes. "But it worked."

"What worked?" Banshee asked.

"The Nob's," Charles said. "It appears that the hybrids do not recognize them as a threat." Rubbing his chin in thought an idea came to him. "In the Facility they were my eyes, I can do the same here."

"Charles," Mystique said. "That's a great idea, and I can add something to it, don't you think?" Mystique's body began to shrink in size, she instantly turned into an exact duplicate of a Nob.

"Raven, no it's too dangerous," Charles insisted.

Mystique quickly changed back to her blue form. Her eyes squinted in anger. "Charles, I am not a child. Even though you think I am. I can do this."

Charles sadly looked up at her. She's changed so much since the last time he saw her. He didn't have to read her, he could see it in her eyes. She was harder, colder.

"Charles, she can do it." Magneto insisted. "Let her, the clock is ticking."

The look Mystique and Magneto exchanged told Charles everything. She glanced at Magneto with loving eyes. But it was a different love than she had for him, not brotherly. She fully believed in Magneto. She was willing to do anything to help him in his cause. He knew now the Raven that he grew up with was not the Raven that stood before him.

"No, I don't think of you as a child. But you have been and will always be my sister, that will never change. And I care very deeply for my sister, but if you insist." Tiredly sighing he said, "Try to get to the far side of the Mansion, it should give you a good view of where the hybrids are located. Just remember to keep your eyes down, here a Nob is nothing. If you feel that you are in any danger, please come back." He pointed to his head, "I promise to keep in constant touch with you."

Silently nodding, Mystique was about to change her form to look like a Nob, when Benny stepped up to her. She pulled out a very dangerous looking knife. "I hope you can you hide it. It should help you if you run into any trouble."

Mystique tucked the knife in her parka, "Thanks," she briskly replied. Standing back, her form transformed into an exact duplicate of Peter. The knife was not visible. She ran ahead and joined what was left of the Nob's.

"Peter," Charles said. "I need your permission to have your people to do something for me."

Peter's eyes smiled at him. Charles saw such emotion in them, he was no longer the innocent creature that he met a few short days ago. He was changing, maturing. "You don't have to ask our permission," Peter said clearly. "We will do anything for you. That's why we are here."

Charles heart ached, the Nob's were conditioned to take any order. They now seemed very attached to him. He prayed that he would not betray their trust. He had Alessia take him closer to the Nob's. They all looked at him, waiting for an order. "I need ten of you to go towards the front of the mansion. We have to know where the hybrids are hiding. My friend will be with you. Please watch after her."

The Nob's actually smiled at him, ten of them began walking briskly down the gap. Mystique held her breath as she walked with them. She waited for a hybrid attack, but none came. As she walked towards the mansion's front one of the Nob's touched her hand. He was smiling at her. She heard Charles say, _"He says no worry, he'll make sure you will not be dead."_

_ "Comforting, Charles,"_ she replied. _"I think."_

Taking in a deep breath, she moved towards the mansion. She remembered to keep her head down. For the first time she felt that she was truly a part of the team. Her gift was finally earning her respect. It was no longer just a parlor trick. For once it was Mystique that they were depending on, it was Mystique that was helping the team. Fisting her hands she was determined not to let them down. She would not let Magneto down.

Mystique quickly made her way to the other side of the Mansion. Standing with her back against a wall, she slowly searched the area. With Charles in her mind, he was able to see what she was looking at.

"So far I sense only six hybrids," Charles told his companions. "The front of the mansion is in a shambles."

Banshee raised his hand, "That was me," he proudly declared.

"Well done," Charles praised him.

Mystique stopped searching the area when she saw something moving in front of the Mansion. The large door was wide open. A figure stood in the doorway. It was a woman, she slowly stepped out. She seemed to look ordinary. She had red hair, was tall and slim. The only way Mystique knew that she was a hybrid was her eyes. They were the same pale color as all the others. The woman shivered as she walked out of the Mansion. The cold here was nearly unbearable. Mystique fought to keep from shaking. She had to keep up her disguise, for the cold did not bother the Nob's.

The hybrid at the door slowly began to walk down the stairs. She stopped when the jumping mutant landed in front of her. The jumping hybrid smiled at her, the red haired hybrid stared at him. Her pale eyes practically glowed as they bored right into the hybrid. Charles took this time to enter the jumping hybrids mind. The jumping mutant suddenly began to scream as if he was being killed. At the same time Charles started screaming.

He clutched his head and flung his back on Alessia, nearly tipping her over. His eyes were wide open, he was still connected to the jumping hybrid. Charles had never felt so much fear in his life. It was so intense it was choking him. He struggled to break off his contact with the jumping hybrid, but the emotions he was receiving from the red haired hybrid was so intense he could not.

Mystique heard Charles screams from where she was standing. She noticed that the red haired hybrid also heard them. Her head turned, a cold smile crossed her face.

"Charles!" Magneto shouted. He tightly gripped his shoulders, "Charles you must break off the connection."

Charles leaned forward, his hands were fisted so tight his nails dug into his skin. "I…can't…break…it," he gasped. What he wouldn't say was that he didn't want to break it. He was feeling the ultimate high. The emotions she fed to the Jumper was a drug to her, a highly addictive drug. She took the emotion fear and increased it to an unbearable level. She then sent it to the jumper. Once inside his fear joined it. It rolled around in him, increasing to a point that she could use. Once she felt he was ready, she would suck it out of the hybrid.

Charles began to shake. The fear moved through his body too, he felt a coldness near his heart. The fear encompassed Charles mind, his soul. Then he felt her calling to him. The heightened emotions were ready for it's mistress to take it back. Mystique saw the red haired hybrid grab the jumping hybrid, she stared deep into his eyes.

"Time for a taste," she sighed.

"Yessss," the jumper hissed. "Take it, take it all." The Jumper closed his eyes in ecstasy, he had never felt so good in his entire life.

"Oh yes," the woman cried out. "I believe you've stewed long enough." Her fingers dug into his chest, pulling him closer she opened her mouth, sucking in the heightened emotions. The jumping hybrid jerked in her hold. He was feeling pain now, it started at his heart and flew through his body. He was choking, struggling to break her hold, but she was to strong. He felt as if she was sucking the life right out of him. In seconds he fell limp in the red haired hybrids hands. The hybrid released her hold, the jumping hybrid fell to the ground, his pale dead eyes stared up at her.

Charles needed to find the red-haired-hybrid. The fear inside of him was unbearable. She had to take it from him. He ordered Alessia to move. She raced down the gap towards the mansion. Erik immediately stopped Alessia. He pulled her back.

"No!" Charles screamed. "I need to go to her, she has to take this out," he groaned. "Charles, you have to fight it."

Charles tried to break the connection, but it was just too strong. He looked up at Magneto. His eyes curved with pain. "Let me go, Erik. I need to go to her, she needs me."

Magneto could hear the jumping hybrid's screams, he knew he needed to break the connection Charles had with the hybrid, NOW. He drew back his hand and punched Charles in the face. Charles fell limp in his arms just as the woman sucked the last bit of fear from the jumping-hybrid.

Peter clutched Magneto's arm, his nails dug into him. "You make him dead!" he snarled. Magneto actually felt a wave of power coming from Peter. The ground below him began to shake. He saw the faces of the other Nob's mirrored Peter. He made them angry, and the only person that could calm them down, the only person they trusted Magneto just punched in the face. He quickly realized that he just may have made a huge mistake.

"No, Peter," Magneto frantically shouted. He had to find a way to calm them down. "He's not dead, I saved him…look."

Magneto gently pushed Charles back, his head loosely fell to the right. The ground under him shook harder. He took Peter's hand and placed it on Charles chest, "See, he's breathing. He's not dead."

The shaking below them began to subside as the angry look on Peter washed away. "Breathing, not dead?" he asked Magneto.

"No," Magneto replied. "But he was very close, Peter, very close."

Peter patted Charles' chest, "I do not like, 'very close'." Magneto gently slapped Charles on the cheek. Charles eyelids fluttered, he fell forward and began coughing. Opening his eyes he rocked his jaw, "Did you just hit me?"

Magneto stood up, he tried to hold back a smile. "Just a little bit."

Charles squinted at him, "I knew you were just waiting for a chance to pay me back for killing you, but so soon?"

"Oh, that was just a love tap." Erik squatted in front of him. He searched deep into his eyes. "Charles, what happened?"

Charles shook his head, "That hybrid, she transmits enhanced emotions into your mind. She sent fear to the jumping hybrid. A debilitating fear multiplied a thousand times. Once it stewed in him long enough she sucked it back. It was so intense I could not break my hold on the jumping hybrid." Charles looked down, his hands were still trembling. "I've never felt such fear in my life." Or such ecstasy, he thought. It was then Erik noticed something.

"Charles, you're hurt."

There were four small puncture marks on each hand. "It's not as bad as it looks. I tried to use the pain to fight her control," Charles said. "I believe if it happened again, I would kill myself rather then endure such pain."

Erik shook his head, "Leave it to Sinister to create such a monstrosity."

"Actually she's not bad looking, for an emotion-sucking-red-haired-hybrid-mutant." Charles laughed, "Quite a mouthful, for lack of a better name I believe I shall call her, Diana. She is the Greek goddess of emotions."

Getting a rolling of eyes he said, "I'll shut up." Taking in a deep breath he touched his finger to his head, _"Raven, are you all right?"_

_ "Charles, I've been trying to reach you. The hybrid with the red hair, she killed the jumping one. She heard you scream, she knows where you and the others are located."_

_"We're calling this hybrid Diana, she will need to be handled quickly."_

_ "Yeah, well 'Diana' treated that jumper like he was lunch," _Mystique said._ "She's not going to be that easy to handle. Thank god she's ignoring the Nob's."_

_"I didn't expect any less from a mutant created by Sinister's crazed mind,"_ Charles returned.

_"Charles, she's going back inside."_ Mystique watched Diana as she slowly turned and went back inside the mansion. Shivering, she was actually glad for the intense coldness.

_"Let me know if anything else happens."_ He returned his thoughts to his body. "She's gone for now, but that doesn't lessen her threat to us. This is important, do not allow Diana to look at you, try to avoid this at all costs." Charles returned his thoughts to Mystique. He used her eyes to search the area. He had her look up, he knew the silos that housed the rockets were located somewhere on top of the mansion. It was hard to see anything in the darkness. Even the night was against them, it was only a crescent moon.

Then he saw something curious. Snaking out of the mansion was eight glowing strands. They appeared to be thick ropes of light. They slowly moved down the steps and towards the Nob's. Standing up, they almost looked like cobras. Rocking in the air, their tips moved back and forth. Then in a flash, they flew towards the gap.

"Look out," Charles frantically shouted. "We are in great danger!"


	36. Mrs Morse's Little Boy

X-Men: The Winds of Change

By Ldynwaitin

Chapter Thirty Six

Mrs. Morse's Little Boy

Eight transparent ropes of light quickly snaked away from the Mansion and down the gap. Turning into it their tips stopped. Moving up they scanned left then right.

"Don't…move," Charles whispered.

They all stood still and watched the ropes of light. One of the Nob's curiously took a step forward; Banshee instinctively grabbed him. Suddenly halting, the light-ropes flew down the gap. Banshee screamed at one of the ropes. It stopped and moved lower, under his scream.

It quickly wrapped itself around his leg and began to drag him down the gap. Havok and Cyclops tried to grab him but they had to duck as several of the ropes lashed out at them. Cyclops opened his visor and used his eye beam, the tip exploded. But it did not do what he had hoped for. The tip of the rope began to split and grow until five thinner ropes grew out of it.

"Don't blast them!" Cyclops frantically shouted, but it was to late. Havok hit three of the ropes with a plasma blast. The ends exploded, and split into fifteen thinner strands. They snaked and wiggled down the gap. Everyone tried to run from them, but they were to quick. The ropes wrapped tightly around them. Charles struggled as two ropes curled around his chest. Trapped on Alessia, he was being dragged down the gap. All of them were, and there was nothing they could do to stop them.

Magneto snarled in rage as he was pulled towards the mansion. He tried to lift his hands, but the ropes entangled them together. Riptide created a tornado, but the ropes just squeezed him tighter. Charles searched for a way to help them. He heard a grunting and saw Peter struggling to pull the ropes off him. He noticed that the ropes totally ignored him. Closing his eyes, he contacted Mystique.

_"Raven, stay back, this thing has ensnared us. You can't help us if you are caught too."_

"What can I do?" Mystique returned. She was frightened, the ropes of light had all her friends. If they were powerful enough to hold Magneto, what could she do?

_"The ropes are ignoring Peter. I think you'll be safe as long as you maintain your Nob form. You must hurry, we're being dragged towards the mansion."_

Mystique could see Banshee and Cyclops already being tugged towards the mansion. The eight ropes of light were pulling them back to the mutant hybrid that was controlling them. Everyone was struggling to break the ropes of light, but nothing worked.

Charles was pinned in Alessia. He was pulled up the steps and into the mansion. They were all hauled into the large foyer. Peter and the other Nob's struggled to pull them back.

Seeing her companions dragged inside, Mystique ran after them, she had to find some way of freeing them. Even though Charles said they would ignore her, she was still careful to stay clear of the ropes of light. The Nob's entered the mansion first, she followed them in. She was taken aback with the splendor and richness of the mansion.

She was standing in a giant foyer. A crystal chandelier hung from the ceiling. Everywhere she saw different colors of blue. She was awakened from her reverie as she saw her friends being dragged towards a large staircase. Peter and the Nob's ran ahead, they stood in front of the stairway.

"Don't let go!" Peter shouted. "We need to help our friend," he told the other Nob's. They tightly held hands, standing their ground. In answer to the living barricade the ropes grew longer. Everyone shouted and screamed as they were whipped in the air and over the Nob's. They all crashed down on the staircase behind the Nob's.

They tried to grab anything to stop from being pulled up the stairs. But once someone managed to get a hand free a thin thread of rope latched onto it. Charles was having the hardest of time. Trapped on Alessia he was rolled, spun and bumped up the stairs. They were pulled down a carpeted hallway to another staircase.

Magneto grunted as he was pulled up each step. "How high is this blasted place?"

"No idea," Charles replied as he was slammed against a wall before being dragged around a corner and down a hallway on the third floor. They realized they were getting close to the end when they were pulled down a long dark hallway. Dragged past two double doors, they entered a huge room. It was the most ornately decorated room Magneto had ever seen. Tall windows lined one side of the room. Ornate columns stood in the center of the room. At one end was what looked like a throne. Sitting on it was the hybrid that controlled the ropes of light. He was an elderly man, gray haired. The ropes of light came from his fingertips. He pulled his hands back, everyone was tugged towards the center of the room.

Once they stopped moving the hybrid stared curiously at them. The ropes remained tightly wrapped around their victims. Mystique carefully entered the room. All of the Nob's followed her. She saw Peter run to Charles side, his light eyes glared angrily at someone sitting on a throne at the far side of the room. This was where the light-ropes came from. She had to be careful, she had no idea if he could see through her disguise. She needed to find a way of saving her friends. She slowly walked behind a pedestal.

She saw a rainbow of colors fluctuate through the ropes. Concentrating on his victims, the hybrid never took notice of the Nob's. Suddenly one of the Nob's grabbed Mystique. Glancing down she saw the reason why. A man with a cat-like face was lying on the floor. The ropes were still wrapped around his body, but were not attached to the hybrid. First thing Mystique noticed was that the colors were gone, they were a pale grey. She grimaced as she saw his face was dried out, almost mummified.

Searching around, Mystique spied another mutant with green skin, wrapped in a cocoon of light-ropes, he was still attached to the light-hybrid, but most importantly, he was still alive. She saw the hybrid look at the green mutant. His eyes glowed brighter. The colors in the rope undulate up and down towards the captured hybrid. As they pulsed faster the green hybrid began to scream. His cries echoed in the room. Then Mystique actually saw his face begin to dry out.

The light-hybrid closed his eyes, and lay his head back, he sighed in ecstasy as the cocooned mutant was being sucked dry. As he gasped his last breath the lights dimmed, and then went out. The rope broke off, snapping back into the light-hybrids finger. He opened his eyes, they glowed with power. He stood up and began to move forward, towards his other prisoners.

Mystique's companions were in greater danger than she thought. She needed to find a way to stop the hybrid before he sucked the life out of them.

The light-hybrid walked up to his captives. He went to Charles first, Alessia was sitting on her side, he was struggling to right her. With a flick of a finger, the rope pulled him to sit up.

"I know you," the light-hybrid said. "You was with Sinister." He said the name with disgust. "I saw you helping the other hybrids."

"Yes," Charles panted. "My name is Charles Xavier, and my friends and I came here to rescue you."

"Oh, then you're the ones that started all this ruckus?"

Charles nodded his head. "Yes, that was us." The man stood up straight. "Names Luther, Luther Morse."

"Luther," Charles sighed. "If you could be so kind, would you release myself and my friends? We really are no threat to you."

Luther squinted one eye. "How do I know it's not a trick?"

"I give you my word, no one will harm you."

"Oh, I know that's not going to happen." He wiggled his fingers, everyone flinched as the ropes grew tighter. "But I'm in a bit of a pickle here."

He began to walk around them. "See, I wasn't exactly a prisoner here. I was what you would call, a volunteer."

It was then Charles saw a madness flash across the mans eyes. "Found me in a prison he did. I was all set to be hung. He gave me so many promises, hopes of a future where I could go about my killing without anyone trying to stretch my neck!" he growled.

He squatted in front of Charles, "He said I could hunt mutants." He wiggled his fingers, "I could suck them dry as a bone." Charles flinched as the ropes pulled tighter. "And you went and spoiled it. It's all ruined now. If I start killing humans again, they're going to put me back in that cell. Going to make me dance in the air 'til ol' Luther isn't here anymore."

"He's mad," Magneto said.

"Oh yes," Luther laughed. "Mad as a hatter. Been that way most of my life. As I was growing up Pa said I was only good for one thing, killing. I proved that, the day I slit his throat and stuffed him. I keeps him in my cabin. So's I could tell him, 'Who's good for nothing now old man, huh? Who's good for nothing now?'"

"We're all going to die," Nelson moaned.

Luther skirted over to Nelson. He leaned over and sniffed him. He sneezed and wiped his nose. "Just a stinkin' human, won't get much off of you."

He moved over to where Banshee was laying. He tried to let off a scream, but the ropes were tightly wrapped around his mouth. Luther sniffed Banshee. He closed his eyes, "Yes, now you smell delicious." Opening his eyes, he grinned and tapped his finger on his head. "Mrs. Morse's little boy ain't no dummy. The ropes, they let me see what your power is." He jammed his finger in Banshee's side, "Now you, I can see that your power comes from your mouth. So I shut it."

He went to each one, sniffing them, touching them. He stopped at Magneto. He took in a long deep breath. "Oh yes," he sighed. "Like Charles Xavier there, the two of you are enough to keep me well fed for weeks."

"We don't have weeks," Charles said. "Look, Sinister has bombs planted all over the Facility. In a little less than an hour they're set to go off. This entire mountain top is going to go down, and you with it."

"Oh," Luther said. He stood up, he looked at them in a thoughtful manner. "Now that makes things different, very different."

He began to walk towards the throne, sitting down he seemed to be in deep thought.

"That didn't help any," Magneto hissed to Charles.

"Well I had to try something. If he realizes his life is in danger, perhaps he'll release us."

Mystique moved closer to where her friends were being held. She went from pillar to pillar. She had no idea how she was going to stop Luther. She cursed herself, she was always berating Charles for treating her like a child, never trusting in her skills.

Well now they were all trapped and she had no idea how she was going to save them. Hiding behind a pillar, the Raven inside her told her to run. Mystique told her to save her friends. She worriedly looked around, what was she going to do?

Mystique heard her friends cries of pain. She knew what she had to do, she didn't know why she even hesitated. Their lives depended on her. She ran to a pillar close to where Havok was lying, she heard a groaning, looking up she saw a chandelier swinging back and forth. She immediately knew it had to be Magneto.

Magneto stared up at the chandelier. Once he was dragged inside the room he searched for something he could use to help his companions. He found a weapon above them. Sinister's ego would not allow him to buy anything cheap to display in his home, only the best. The chandelier was thankfully made of a metal that Magneto could control. Keeping his eyes focused on it, he began to make it swing back and forth. Once he had it moving fast enough he yanked it out of its settings in the ceiling. He brought the chandelier down, controlling it he moved it straight to Luther.

Hearing a tinkling of glass above, Luther looked up. He saw the chandelier swinging back and forth, until it was ripped from its moorings. Immediately he jumped out of the throne just as the chandelier swooshed over his head.

"Release us," Magneto shouted. "Or the next time it will come down on your head."

"Oh good, you wants to play," Luther madly replied. "I love a good game. My turn." Mystique's heart leapt as she saw the lights on the rope undulating faster. "Oh yes, I can taste your power," Luther cooed.

They all began to scream in pain as the lights in the rope undulated towards Luther. Magneto fought to bring his hands up, but he was not strong enough to keep the chandelier in the air. It crashed into the doors that led out of the room. Charles closed his eyes, he had to stop this mutant. He screamed as the lights on the ropes that entangled him raced faster. Peter struggled to take the ropes off, but they would not budge.

"Do that again," Luther urged him. "All of you, use your powers. Never tasted anything so delicious."

Mystique had to find a way to save her companions. Getting as close as possible, she moved to stand behind the hybrid. She noticed that several of the Nob's followed her. Luther was concentrating so hard on sucking the energy from her companions he did not notice her. Changing into her blue form, she pulled the knife out that Benny gave her and plunged it into Luther's back.

Immediately he screamed, but Mystique found they were being echoed by the others. Luther began to turn his head, Mystique quickly changed back into a Nob. As he looked back he only saw several Nob's behind him. He had no idea who stabbed him.

A rope of light came out of a finger. It snaked back and wrapped around the handle of the knife. It jerked and tugged as he tried to pull the knife out of his back. Mystique had to do something before he pulled the knife out. She quickly changed back to her blue form. She jumped on the hybrid and grabbed the knife. She plunged it deeper into his back.

The rope of light began to snake around her, but she tightly held onto the knife. She twisted and dug it in. Luther howled in agony. His blood began to pour out of the wound. Mystique heard her companions screaming in pain, but she ignored them. Their only hope was killing this hybrid. Pulling the knife slightly out, she jammed it in to the hilt. Luther's head fell back, he gasped, and fell to the ground.

Mystique tried to grab the knife, but the rope wrapped around her leg and pulled her back with the others. Luther struggled to sit up. The lights fluctuation's moved quickly down the ropes now. The wound on his back slowly began to close up.

"Witch," Luther angrily hissed. He struggled to stand. "I'm going to suck you and everyone here dry to the bone."


	37. Never Easy

X-Men: The Winds of Change

By Ldynwaitin

Chapter Thirty Seven

Never Easy

Mystique and the others screamed in agony as the lights in the rope moved at a faster pace towards Luther. They were all dying, Luther was sucking the life out of them, to heal himself. Charles saw Peter vainly trying to pull off the ropes.

"Go," he gasped. "Peter, get out…now."

Peter could feel Charles pain. Luther was killing him, killing all of his friends. Someone needed to stop him. Peter's eyes grew dark with anger. The pale color was gone, they were blood red now. He looked up, the other Nob's eyes also changed.

"You are hurting my friend," Peter shouted. Luther blinked his eyes, he talked. In all the years he was in the Facility he never heard a Nob speak one word.

"You are hurting my friends," Peter said again. He pointed to Luther, "Now we hurt you."

Peter grabbed the rope of light attached to Charles. The other Nob's rushed over and grabbed the ropes attached to the others. Gripping it hard, the fluctuations stopped, and then reversed. They flowed back to Luther. He shook his head, "No, you can't do that. It's my power, not yours to use. Sinister gave it to me, you can't have it."

Peter's eyes grew darker, "He gave it to you. We take away."

Where each Nob gripped the rope, it turned blood red. The redness moved up the ropes and into Luther's fingertips. His mouth fell open, he howled as the darkness moved through his body. Once it reached his heart, he coughed, and fell to the ground. He gurgled, and went still. Panting, Peter and the Nob's released the ropes. The ropes broke off from Luther's fingertips, but remained wrapped around the others.

Peter rushed over to Charles. He could see that he was unconscious. Gently he placed his hand on his chest. His dark eyes flashed back to their pale color, he softly whispered, "Breathing, not dead, breathing." He quickly fetched the knife. Using it, he cut away the ropes that bound Charles. He then cut the rest loose. He placed his hand on each one's chest. They were not dead, they were all alive.

Sitting in front of Charles, he stared at him and waited. The other Nob's moved to block the door, keeping guard for any other hybrids that may be in the mansion. In the silence of the room, Peter could hear them all breathing. Somewhere in the distance he heard a scream. He had no idea how far it was, but he knew it was not close by. He sat and patiently waited for Charles to wake up.

Peter had no idea how long he waited when he saw Charles eyes slowly open. Standing up, he brightly smiled as he helped Charles to sit up. Opening his eyes, Charles saw everyone lying on the ground. Looking to the side he could see that Luther was dead. Hearing a moan, he saw Erik stirring on the floor.

"Erik," Charles called out. "Are you all right?"

Erik rolled over on his back. He had never felt so weak in his life. Glancing to the side, he saw Luther's dead body. Closing his eyes in relief, he said, "Thank you, Charles."

"No thanks due," Charles replied. "No really. I had nothing to do with that. I woke up to find him this way." Charles looked at Peter. "Do we have you to thank?"

Peter's pale eyes glowed, "He was hurting you, so we hurt him."

Charles patted Peter on the back, "Thank you, Peter, and all your friends."

Peter actually blushed. "Your welcome."

Sitting up, Erik glanced at his watch. "Well that's just great, we've been unconscious for nearly ten minutes. We only have forty-five minutes left before the bombs go off." Erik quickly stood up, "Get up everyone, we don't have much time.

While the others struggled to wake up, Charles searched for any hybrids that could be close by.

They each sat on the floor. Luther's power weakened them all. Peter walked up to Mystique and handed her the knife. She took it, and smiled at him. "Thank you for saving us."

"Thank you, Mystique," Charles said. "You risked your life trying to save us." A small smile parted her lips, he called her Mystique, not Raven. He was finally accepting that little Raven has grown up.

"Aannd we're inside…again," Banshee said. He tried to laugh, but it came out more like a cough.

"If it's any help, I didn't see Diana on the way up," Mystique said. "But that doesn't mean she's not around."

Magneto glared at Luther's body. "Another hybrid created to suck the life out of mutants. If that is an indication of the world Sinister wanted to create, I'll do everything I can to prevent it from happening."

"To accomplish that, we need to find a way to get to the top," Charles said. "Luther did us a favor, he brought us close to it. We just need to find a way out of here."

Charles tried to get Alessia to take him towards the windows. One of her tracks was struggling to move him. The trip up here banged her up a bit. Peter pushed him towards the windows. As he approached them Charles noticed something strange. Coming to the windows he touched them. That's when he found that the windows were not real but fake. It was a painted wall. The wall was painted with windows looking out at a beautiful English countryside. He banged his fist against the wall. "Damn him, never makes it easy."

Closing his eyes, Charles searched for any minds above them. He went up floor by floor, until he touched one. It was exactly what he needed to find.

"Well, well," Charles said. "Things may be looking up, if you'll excuse the pun."

Magneto rubbed his head. "What do you mean?"

"The rotund-weight adding-hy…, um Humpty. The jumper dropped him off at the top of the mansion. Diana killed the jumper, so Humpty is stuck up there. I may have a way to use him." Charles closed his eyes and entered the mind of the mutant. He now controlled him. He searched around the area. He found the top of the mansion was flat. Covered in snow, searching for the missile's was not going to be easy. Charles faintly heard Erik say, "Less than forty five minutes left, Charles."

"I know," Charles grunted. He ran as fast as the rotund body would go. He had to cover a lot of ground. Finding a large pile of rocks, he climbed over them. Sliding down on the other side he spied something in the distance. He saw patches of snow melting. Four patches that was round and large enough to allow a missile to go through. This had to be where they would exit the mountain. Coming to one of the patches, he kneeled down and cleaned off melted snow and slush. He found a circle of metal, split in half. They were the bay doors for the missiles.

Now all they had to do was find a way of blocking the doors, or opening them and stopping the missiles. Maintaining his hold on Humpty, he informed the others what he was doing.

"I've located the bay doors." It was taking a lot out of him to keep his hold on the hybrid. "There are four of them. I'm sure the missiles lie under them. For now they're closed."

"I can get them open," Magneto said.

"Let's hope he didn't make them with the same metal he used for his Facility."

"We won't know that until I get up there," Magneto said.

"First, let me put this hybrid to sleep." He found he was feeling a deep weakness inside. Luther did more damage than he realized. When this was over, he promised his body he would sleep for a year. He just needed to go on for another forty-five minutes. Squeezing his eyes shut, he was about to try to command the hybrid to sleep, when he was knocked to the ground, or Humpty was. Charles struggled to keep his hold on the hybrid as he saw someone familiar approaching. It was Centurion, with Sinister, several Marauders and five copy-Centurions walking towards him.

"Never easy," Charles tiredly sighed.

Through Humpty's eyes, Charles watched Sinister and his mutants approach the hybrid. Centurion was carrying a very large, and very dangerous looking gun. "He's stunned, sir. He won't be any trouble for us."

Sinister looked down at the ground. "Centurion, we need to get out of here, the bay doors are warm enough to melt the snow. The missiles were primed to take off ten minutes before the bombs. You have to get me out of here."

Centurion's eyes began to glow. "I'm sorry sir, but the way there is blocked. Even with the snow mobiles we wouldn't be able to get to the plane in time."

Sinister was practically drooling. "You fool, this is all your fault."

"Mister Sinister, I have another way." Centurion pointed ahead. "My double…"

"Your double is trapped on the other side," Sinister screamed. "Even if he does get to the plane, he can't land it here."

"Sir, let me explain. When you triggered the bombs I already told my copy to get Xavier's plane. I heard him telling his magnetic friend that the plane has a vertical lift. Once my copy commandeers the plane, he can fly it here. It can hover over the mansion and pick us up. He's already on his way there, sir. It should be here in enough time for us to leave before the bombs go off."

"It better be, Centurion," Sinister mumbled. He took a glance at the hybrid. His head tilted to the left. He could see the hybrids eyes were no longer pale, but a brilliant blue, a blue that he instantly recognized. He stepped up to the hybrid, "Hello Charles, I see that you are still alive, that's very good to know."

Charles had no idea how he knew he possessed the hybrid, but while he had the chance, he would take advantage of it. He spoke to Sinister using Humpty.

"I'm not going to allow those rockets to leave this mountain."

Sinister squatted in front of the hybrid. "Oh Charles, I don't know why you have such an affection for humans. I would think you'd be happy that I was about to end their existence. I know Magneto is."

"We are going to stop you."

"What, you and those children? I hardly think…"  
>"Those children managed to find your Facility and cause enough damage to make you destroy it," Charles angrily returned.<p>

Sinister looked out into the night, "Yes, that was my biggest mistake. I underestimated them, as I did you." Sinister stood up, he pulled out a gun. "Well, that is about to change." He quickly shot the hybrid. Charles pulled out just as the bullet penetrated the brain of the hybrid.

He gasped, and shook his head as he returned his consciousness to his body. "Charles," Erik said, "What happened?"

Charles took in a deep breath. "I'm afraid all the kings' horses can not help Humpty." He pointed up. "Sinister is up there, with Centurion and several of his Marauders. They're waiting for…dear god, I have to warn Beast."

As he made contact he found that Beast was still running to where the plane had landed.

_"Beast,"_ Charles said. _"You are not alone. Centurion said he has a double on your side, he's been told to bring our plane to the Facility."_

"I totally forgot about them," Beast admitted. "Don't worry Professor. I'll be there in ten minutes. Let's hope I made the plane's controls complicated enough to keep them busy until I get there to stop them."

_"Be careful Beast. I've seen what Centurion is capable of, his doubles are just as dangerous as he is, good luck."_

Looking at Charles, Magneto knew he was speaking to Beast. Seconds later he saw his attention on him now. "You were saying."

"Yes, Sinister is waiting for our plane to arrive to help him escape. Apparently Centurion has a double trapped on the other side of the blocked gap. Did you forget to tell me something?" Charles looked to his X-men.

"Well, we've been busy," Havok sheepishly said. "I totally forgot all about them."

"Yes, and apparently so did Beast. Sinister is going to guard those missile silos until our plane arrives to pick him up. He has them scheduled to take off ten minutes before the bomb's take down the Facility."

"That leaves us less than thirty five minutes," Magneto said.

"Yes, less than forty five minutes to find a way to the top, stop Sinister and fly out of here before the bombs explode."

Magneto winked at Charles, "Charles, give me something difficult." He took a step to the doorway. "Let's go, we've had enough time to rest."

They all slowly stood up. Cyclops felt like a giant bruise. He had to have hit every stair as he was dragged up. Havok and Banshee didn't look any better. He knew they had to feel as bad as he did, but they all had to dig deep. The only way they were going to get out of here alive, was to keep together.


	38. Keeping a Promise

X-Men: The Winds of Change

By Ldynwaitin

Chapter Thirty Eight

Keeping a Promise

As Magneto began walking towards the door, Charles did not follow him, instead he was staring at the painted wall. "Erik, wait. There may be a better way, Cyclops," Charles pointed to the painted window. "Seems this room is lacking a window, think you can fix it?"

Grinning, Cyclops stared at the wall with the painted window. Opening up his visor, he began carving out a large hole. The red beam from his eyes moved in a large square. Once he was done, Banshee stepped up. Fisting his hands he released a sonic scream. Hitting the wall it knocked it out, creating a perfect opening to the outside.

As soon as the wall fell, a cold wind blew in. Magneto pulled his cape tight around his body. Walking to the opening, he leaned out and looked up.

"I should be able to lift all us up there."

Charles glanced around, he saw the Nob's still guarding them. "I promised we'd take them with," he pointed to the Nob's. Letting out an exasperated sight, Magneto nodded his head. Holding out his hands, he concentrated on lifting everyone. Charles chair was easy, but Magneto had to concentrate on any metal that the others wore. As they all began to lift off the ground, Charles heard a cry.

He saw Peter below, jumping up, he was trying to grab Alessia, he also saw the other Nob's still on the ground.

"Erik, the Nob's, you're not lifting them up."

Magneto was already outside. "Sorry Charles, but we have other things to worry about."

Charles leaned over Alessia's armrest, he extended his hand. "Peter, take my hand."

Peter jumped up, his fingers touched Charles, but Magneto quickly moved Alessia towards the opening in the wall. "Erik please, I promised."

When Magneto's reply was only to move him closer to the opening, Charles did the only thing he could think of to stop him. He pushed himself out of Alessia, landing hard on the floor next to Peter.

"Damn it, Charles," Magneto growled. He flew back inside. "Why must you be so stubborn?"

"I get it from you. Erik, I made a promise. I never break my promises."

Magneto brought everyone back to the ground. Alessia landed next to where Charles lay. Peter was standing in front of Charles. "You hurt him," Peter said.

He angrily glared at Magneto. Magneto actually felt the floor beneath them begin to shake. The other Nob's moved to stand protectively around Charles. They joined hands, the floor shook harder as well as the walls. The chandelier began to roll towards them. Charles immediately knew where it was coming from.

"Peter," Charles shouted to be heard above the rumbling and tinkling of the glass chandelier. "You must stop, I'm fine. Erik did not hurt me."

Peter maintained his hold on the other Nob's. "He was angry," Peter said. "I saw anger." Charles felt the floor shake harder, so hard several bits of the ceiling began to fall down on them.

Charles was shocked, he actually felt energy coming from Peter and the Nob's. It increased once they all locked hands.

"Erik, they're a hive intellect. As they join their power grows stronger."

"Right now, that power is focused on me," Magneto said. It was plain to see that the most intense shaking was below Magneto. He found it so hard to stand he was forced to float above the wooden floor, to keep from falling. If Charles didn't find a way to stop them soon, the entire Mansion would fall on top of them.

Charles reached for Peter, "Peter, you must stop this. Magneto is not your enemy, Sinister is."

Peter eyes were still dark with hatred. "He argues with you, he hides his mind from you. He is not a friend."

Charles shook his head, "No Peter, Erik is my friend, my best friend. But sometimes…" he hesitated. "Sometimes friends will fight, but that's because they are the only ones you can depend on to tell you the truth. I'm sorry, my friend. But being one is very complicated."

As Charles talked to Peter, Magneto noticed that the rumbling died down. He was thankful that Charles had a way with these small creatures. If not, together they would be a formidable opponent.

"Peter, I've seen your powers increase in the past few hours. I need you to focus those powers to help us. Would it be possible for you to lift us to the mountain top?"

A large smile blossomed on Peter's face, "For you, we do."

All of the Nob's surrounded Charles and the others, except for Magneto. Locking hands their pale eyes glowed brightly in the darkness of the room. Charles first felt himself being lifted and seated on Alessia. Then everyone was lifted from the floor. Magneto had to hurry to catch up with them as they moved swiftly across the floor and out through the opening Cyclops created. They moved up the front of the mansion until they reached the top. The Nob's gently placed them on the top of the Mansion.

Releasing their hold, the Nob's eyes returned to their pale color. They went back to their mute mode, milling aimlessly around the plateau. Peter looked for Charles approval.

"Thank you, Peter, thank you all," Charles said.

"That Charles," Magneto said, as he slowly landed next to him, "Was impressive."

"Yes," Charles agreed. "They used a power that was not a part of them before. Apparently they are evolving as we speak, remarkable. They are a new form of life, Erik. Not mutant, not human, something different."

"You can write your thesis about them later," Magneto said. "For now, we need to concentrate on stopping Sinister."

Charles agreed. Even though he thought the Nob's were the most fascinating creatures he had ever seen, he had to keep his mind on what was important, stopping those missiles. His eyes squinted as he searched the area. He pointed straight ahead. "Down there, after several yards you'll come to a formation of rocks and ice. Beyond that is where the Missile silo's lie."

Magneto glanced behind them. "How far is Beast from the plane?"

Charles eyes glassed over, as they refocused he said, "Eight minutes away now."

"A little over forty minutes to stop Sinister, should be interesting."

"Interesting seems to be the word of the day," Charles said.

Benny and Nelson was standing off to the side as Charles and Magneto debated on how to stop Sinister. They were surprised that so far the mutants had kept their promise. But they didn't know how long that would last. Benny checked her guns, all were loaded. She smiled at Nelson. "This is important Nels, saving human life."

Nelson nervously nodded his head, "Maybe all of Dad's training was meant for this."

Benny laughed, "Keep thinking that, Nels."

She never in her life thought she'd be fighting with mutants and not against them. But she was no fool. She'd heard what was going on. The fate of all human life now rested on this small group of mutants and humans. She made her mind up to make sure that they would finish what they started.

She didn't kid herself, she was probably more frightened than Nelson. But she had to prove that she was a true Donahue, a dark hunter. Her father spent his entire life trying to live up to that name. She knew he failed, but she wouldn't.

"Let's show them why we're Donahue's."

Nelson fed from his sisters courage, gulping hard, he took off the safety to his gun. He had no idea if he would live to see another sunrise. But he was sure as hell going to try to make sure the human race did.

The top of the Mansion was flat, like a plateau. It appeared to have been man made. Taking it slow, they followed the footprints left by Humpty. They had walked nearly 100 yards when they spied the group of rocks that Charles mentioned. Stopping, Magneto said he would go ahead to see if Sinister was still there. Cyclops and Havok insisted on going too. Begrudgingly Magneto agreed for them to come.

Magneto, Havok and Cyclops quietly moved towards the rocks. Coming to the rocks, they climbed to the top. Magneto slowly moved up, just peeking over the rocks. He immediately spied a Centurion standing guard only five feet in front of him. Thankfully, his back was turned to him. Searching the area, he saw another Centurion, and another. He counted at least twenty Centurions circling the area, along with eight surviving Marauders. Cyclops view was better, he could see Sinister leaning on a rock face. He angrily glared at Centurion.

Cyclops could see they were arguing, but was unable to hear what they were saying. They needed to find a way of getting them away from the rocket bay doors. He could see the snow had completely melted where the doors were located. He became worried when he saw one of the Marauders trying to open up one of the doors.

Quietly moving down, they ran back to the others. Cyclops pointed behind. "Professor, they're doing something that's really making me nervous."

"What are they doing?" Charles asked him.

"They're trying to get one of the bay doors open."

"Any ideas why?" Magneto asked Charles.

"I don't, but I may have an idea who will." Charles eyes stared blankly ahead, his mind flew towards Beast, _"Beast, I need to ask for some advice."_

Beast was still running to the plane. He was thankful he could think his reply, he was huffing and puffing so hard he didn't think he could answer with even a nod.

_"What is it, Professor?"_

_ "Sinister is trying to break into the missile silos. Any idea what he could accomplish?"_

Beast climbed up a steep rock face, on the other side he should be able to see the plane. _"Let me think,"_ Beast told Charles. As he came to the top, his heart sunk.

_"Professor, I think I know the answer." _

Beast saw the Centurion double just a few yards ahead. He had four Marauders walking behind them. He could see Centurion was limping. Four Marauders were missing, Beast guessed that they must have got caught up in the landslide.

_"Beast,"_ Charles hissed, _"Tell me, why are they trying to break into the missile silos?"_

_"Professor, the Centurion on this side is very close to getting to the plane. Once he manages to figure out how to fly my plane, he'll use it to pick up Sinister. Flying there will only take several minutes. That means…"_

_"Sinister is going to try to speed up the time of the launch,"_ Charles finished for him.

_"Exactly, Professor."_ Climbing down, Beast ran on the edge of the rock face. _"Don't worry Professor. I'm going to get to the plane before they do."_

_ "Beast, please be careful."_

_ "Always am, Professor. I'll let you know when I'll be coming with the plane. For now, I need to concentrate. I'm sure you'll have your hands full trying to stop Sinister."_

_ "Yes, Beast, take care."_ Charles told him. He hated that he was alone, but if he picked any of his X-men to do the job, he knew Beast was the best qualified.

Beast moved as quickly as possible at the outskirts of the mountain, holding on to rocks and crevices, he tried to stay out of sight as he made his way to the plane. Coming around a large rock, he had to hold on tight, as the wind picked up. He gripped the rock harder as fine snow slammed into him like sand. Squinting he could barely make out the plane just ahead. His vision impaired by the snow, he had to rely on his other senses. He took in a deep breath, he could smell Centurion and the four Marauders. They were still several yards away from the plane. Taking in a deep breath, Beast jumped over the rock, and sprinted towards the plane. They were about the same distance away, he prayed that the new snow fall would hide him long enough for him to reach the plane before Centurion.

Centurion was struggling to walk. He didn't know how they did it, but half the mountain came down on them. He lost four of his men in the destruction, and practically a leg. Unfortunately only Centurion-one had healing properties. The only saving grace was the intense cold. It slowed down the bleeding and swelling. But he had to go on, ignore the pain. Centurion-one told him that Sinister was depending on him to bring Xavier's plane to the Mansion. It was his only chance of escape. It all on his shoulders.

Turning a corner, he saw the plane in the distance. It was parked at the edge of a precipice. He shivered as he limped towards the plane. The wind had picked up, stirring the snow on the ground it created a white blanket. Stopping, he saw a blue flash in the distance. He wasn't sure what exactly it was, until it came closer. It was traveling at an inhuman speed. It had to be the one called, Beast, one of Xavier's 'special students'. Centurion tried to recall what Centurion-one read about him.

"He's an animal," Centurion said as he ran to the plane. "A beast released into a human body."

He knew wounded, he would never make it to the plane in time. He looked to the four Marauders. He had with him a digger, he could get there in time.

"Get to the plane before he does," Centurion ordered the digger hybrid. "Stop him at all costs!"

Jumping into the air, the hybrid's nails grew longer. Hitting the ground he dug into the rock hard ice as if it was butter. Centurion could see a small mound on the ice where the digger moved. He saw it quickly snake towards the plane. He maintained his pace, even if the digger did get there first, he did not know how long he would last. He had to get there in time to help him.

Beast pumped his legs, his nails dug into the glacier ice. He had to get to the plane first…he would get to the plane first! Ahead he could just barely make out Centurion running towards him. He faintly saw one of the Marauders jump in the air, hitting the ice he went under as if diving into water. He recalled this hybrid from the steel mill, he was a digger. Beast dug deeper, he had to get to the plane before the digger.

Even though the ice was rock hard, the digger was getting to the plane quicker. Once Beast was close enough to the plane, he dug his nails into the ice and jumped. He soared in the air, windmilling his legs and arms, trying to move farther. He landed just in front of the plane. He reached out to open its doors, when he was knocked to the ground. The digger caught up with him.


	39. Releasing the Beast

X-Men: The Winds of Change

By Ldynwaitin

Chapter Thirty Nine

Releasing the Beast

Once the digger hit him Beast rolled on the ground. Immediately he jumped onto the planes wings. He knew on the ground, he would loose that battle. He had to take it to a place the digger would not have an advantage.

He saw a mound of snow under the wing moving in circles, the digger was searching for him. Looking to the side, Beast could see the Marauders getting closer. Centurion was limping behind them. He had to figure some way to get into the plane. He decided to try to the cockpit window. He struggled to walk on the planes wing. A thick layer of ice had formed on it. With the snow falling, he was having a hard time walking on the slippery ice. Reaching the end of the wing, he was about to climb up towards the cockpit when he felt the plane vibrate wildly. Another Marauder had caught up with him.

This Marauder's power was vibrations. He was touching the plane, sending a wave of vibrations through it. Beast stumbled and struggled to stay on the wing as the plane under him was vibrating at a fast pace. He flexed his muscles and jumped away from the plane, landing a small distance from his attackers. Standing tall he let out a roar that echoed in the valley.

Hank knew he could only survive if he allowed the beast inside of him to fully emerge. Staring at the Marauders, he pulled Hank McCoy back, and released 'The Beast' inside of him.

The Beast inside Hank McCoy roared in joy. Suppressed for so long, he reveled in being allowed to have full reign. He could hear, see, and smell a thousand times better than any human. Sensing the digger coming to him, Beast pulled up his hand, he plunged it under the ice. He caught the digger just as he came to him. Grabbing the digger, he pulled him up. The ice cracked as the digger exploded from underground. He slashed at Beast with his iron hard nails. Cutting him on his chest, this only made Beast angrier. He fell to the ground, planting his feet on the digger's chest he threw him into the air. The digger flew in the air, he clawed uselessly as he sailed into the deep crevasse in front of the plane.

The Beast slowly stood up, his eyes twisted in joy. That was one down, four more to go. His joy was short lived, as he saw Centurion had finally reached the plane. The three remaining Marauders stood together, as Centurion worked on getting the plane open. One of the Marauders touched his hand to the ground. The ice and snow in front of him started to grow into a large lump.

The lump changed and twisted until it formed into a giant bear. Beast recalled the hybrid's power when they first emerged from the Facility. This one had the same power, he could transform ice or snow into any creature. The bear galloped towards Beast. Beast ran towards the bear, just before he reached it, he dived to the ground. Sliding on the ice he spun on his back. He slid under the bear, his claws lashed at the underside tearing large chunks of ice from the bear's belly. The bear reared up, he began to change into a giant Tiger.

The Tiger spun around, its jaws opened to reveal sharp ice fangs. Beast knew the only way to stop the ice creatures was to destroy their creator. Spinning around he did the one thing the hybrid didn't expect, he ran straight towards him. But at a speed that was impossible for any human. The Tiger followed him, it was exactly what Beast was hoping it would do. He became a blur as he practically flew to the small group. His eyes were trained on the Marauder that created the snow creatures. Reaching him he wrapped his arms around the hybrid, pulling him away from the group.

Still feeling the Tiger at his heels, he turned around just before the Tiger lashed out at him. The Marauder screamed as the tigers claws tore into his chest. He fell on his knees, trying to cover the large wound. The tiger immediately broke apart, snowing down on its maker.

"Two down," Beast growled. That left three, he thought. He knew one of them created vibrations, he had to find out what power the fourth possessed. He could see Centurion slamming his hand on the side of the plane. He was trying to figure out how to get the doors to open. Beast had put in a code that only he and the Professor knew. The only way those doors were opening if Centurion ripped them apart. Beast knew that was not about to happen. That plane was Sinister's only hope of escape. He carefully circled the plane, the vibrating-hybrid placed his hand on the ice. Beast saw cracks in the ice snaking towards him. He leaped to the side, avoiding the cracks.

"You are Mister Sinister's best, stop him!" Centurion screamed. He was becoming frustrated. He was told that Xavier's mutants were mere children. So far these children managed to stop them at every turn. He saw the vibrating hybrid move closer to Beast, his hands plastered on the ice. His vibrations moved under the ice, cracking deep into the ice. Large blocks began to form. Using the vibrations the hybrid slowly shook the ice higher, trying to form a blockade. This only helped Beast. Climbing to the top he jumped from ice block to ice block. Coming to the end, he leapt on top of the vibrating hybrid.

He rolled on the ground, pulling him away from the others. He pulled his hand back and punched the vibrating-hybrid in the face. Releasing the hybrid, he continued to roll away, until he was stopped when he ran into the fourth Marauder. With one touch, Beast felt a searing pain in his chest where the digger scratched him. It was just a tiny scratch before, but with the fourth hybrid's touch the scratch grew larger, to a festering wound.

"That's right, big boy," the forth Marauder said. "That's my power, I can take just the smallest cut, and turn it into a fatal wound. Come here you blue haired monkey. I haven't even begun workin' on that wound."

Beast shook his head, he actually felt feverish. He needed to keep this hybrid from touching him. He began to back away, his legs felt weak, his eyes blurry. He shook his head, as he tried to focus on the hybrid.

"Keep working, Centurion," the Marauder shouted. "Don't worry about a thing, I got this one."

Beast saw Centurion pulling out a gun. He was done trying to get the door safely open. He was going to use the gun to blast it open. "Don't!" Beast shouted. "She won't fly right if you do that."

Centurion spun around, "Then you open it," he hissed. "Open it or my friend there will make that wound of yours so big your chest will crack open."

Beast stumbled to his knees. He saw the hybrid standing over him, his hand hovering over his head. "Do as he says, open the damn door."

Beast's head felt as if it was exploding, a sickness rushed through his body at lightening speed. The beast in him retreated, Hank McCoy was back, and he had never felt so sick in his life. He saw Centurion limping to him. Grabbing his hair, he pulled his head back. The muzzle of his gun dug into his chin. "Get that door open, or I'm going to let our friend here have his way with you."

Beast gritted his teeth, "Either way I'm going to die."

"Your choice," Centurion said. He grabbed the wrist of the hybrid and poised it over Beast's head. "Die now, or die later."

Beast took in a deep breath and waited for the hand to come down.

Once Charles finished talking to Beast, he told the others what Sinister must be planning.

"That has to be it," Erik said. "He's counting on that plane to get him out of here. He's going to make sure that we don't get to the rockets, by making them launch sooner."

"Then we must figure a way to stop him," Charles insisted. He gazed ahead. "How many Centurions did you say you saw?"

"At least twenty," Cyclops said.

"Twenty," Charles mumbled.

"Charles, what is it?" Erik asked.

"Oh, just something I noticed earlier. I think I may have a way of cutting down those Centurions."

They came together as he told them of his plan.

Ten minutes later Erik was floating up a very steep rock face. Behind him he also brought up Cyclops and Benny. Coming to the top they rested on a sharp peak. Cyclops shivered as the wind began to pick up. Above them the snow was beginning to fall.

"Just what we needed," Erik whispered. He lay between Cyclops and Benny. They scanned the area. They could see four circles of metal in the ground. One of the Marauders was still working on prying the bay doors open.

"Which one do you think is the original?" Cyclops asked Erik. They really had no idea, they were all identical in every way. Right down to a hole in Centurions sleeve.

"I'm ready to shoot them all," Benny said. She pulled out a rifle that she had carried on her back. Snuggling its butt in her shoulder she aimed the rifle at one of the Centurions.

Cyclops placed his hand on the rifle. "Wait, the Professor said not to start shooting until your brother is in position."

"I know," Benny whispered. She squinted her eye and aimed the site on Sinister. "Just making sure I'm ready."

Charles waited at the bottom of a large pile of rocks. On the other side was Sinister. He watched five of the Nob's climb over the rocks. Once over the rocks they walked towards Sinister. He was nervous because one of those five Nob's was Mystique. Looking through her eyes, he glad to see that they were still being ignored. Peter placed his hand on Charles. Once he touched him, Charles was able to link to all the Nob's minds. He told the four Nob's to get into position. They moved closer to Sinister. Mystique made sure to mimic them precisely. That meant not making any eye contact.

She saw Sinister kneeling next to a Marauder who was trying to pry open the launch doors. As he moved closer Charles saw the Marauder had long sharp claws. They glistened in the night. Made of metal he would have the doors open soon.

Sinister squinted into the sky. "It's snowing," he complained. "Centurion, when is that plane getting here?"

Mystique saw Centurion standing to the left of Sinister step up, his eyes began to glow. Immediately she told Charles, who then relayed to the others which one was the original Centurion. Mystique also told Charles that both Sinister and Centurion still had the blocking haloes tightly placed on their heads. For now, he would not be able to use his gift against them. But that did not prevent him from using it to help defeat them.


	40. Shooting Fish in a Barrel

X-Men: The Winds of Change

By Ldynwaitin

Chapter Forty

Shooting Fish in a Barrel

"_Is everyone in position?"_ Charles mentally relayed to his companions.

"We're ready, Professor," Cyclops told him. Once the professor gave Benny the location of the original Centurion, she cocked her rifle. "Ready," Benny said. She stared down the barrel of her gun, "Just like shooting fish in a barrel."

"Ready here, Professor," Havok said. It took them longer to get to their position. They had to climb up the mountain. Havok was there with Riptide, Banshee and Nelson. Nelson was lying on his stomach, his rifle was aimed at one of the Centurions.

Charles closed his eyes, taking in a deep breath he gave the command, _"Start firing."_

Once Charles gave the command Benny and Nelson immediately began shooting at the original Centurion. He screamed in pain as he felt the bullets tear into his arms and legs.

"We're under attack!" Sinister shouted. He moved to hide behind a Nob. Centurion was losing blood fast, one of the bullets hit a large artery in his arm. He had to heal it immediately, or he would bleed to death. Two of the Centurion copies was dragged to him until they reached the original. He quickly absorbed them. As soon as the wound began to heal, two more shots were heard. They tore into his shoulder and thigh.

Again Centurion had to call back two more doubles to heal his wounds.

_"Now,"_ Charles told everyone. _"Go for his doubles."_

Benny and Nelson began shooting at his doubles. Charles told them exactly where to hit them for an instant kill. Neale had taught them well. Both were expert marksmen. They took down six doubles in six shots before the doubles sought shelter behind some rocks.

"That's ten down," Cyclops declared.

"That's nearly manageable," Magneto said.

Cyclops pointed below. "Not quite." Magneto saw two of the lightening Marauders running towards them. He ducked as a bolt of lightening flew up the mountain. He cringed as the lightening hit the rocks, going through all three of them. They felt the hairs on their arms stand on end.

The electric-hybrids fell to the ground dead, as two bullets tore though them. "That a boy, Nelson," Benny said, as she reloaded her rifle.

"Damn," Magneto hissed. He could already feel the charged ions from the lightening dampening his power. Cyclops moved up, opening his visor, he aimed his eye beam at a Centurion. He jumped out of the way of the beam, taunting Cyclops as he saw the beam go over his head.

"Missed me," he shouted.

But Cyclops was not aiming for the Centurion, his beam had a more important target. With Sinister away from the rocket launching doors, he had a clear shot. He made sure to use a small intense beam. The metal hissed as he melted away a door to one of the rockets.

"Magneto, you're up," Cyclops shouted.

Magneto moved his hand, he concentrated on the rocket. He quickly realized that the rocket was composed of a non-magnetic metal. Once again he had to look for the small things. He focused on the nuts, and bolts, machinery anything that was magnetic on the rocket. Slowly it began to rise out of its silo.

"Centurion, stop him!" Sinister shouted. He saw one of the rockets being pulled out of its silo. Rising out, it began to twist and turn. With a jerk of Magneto's hand the rocket was slammed into the ground. Broken open, both Cyclops and Havok focused their beams on the rocket. They quickly burned away its lethal contents.

"That's one down," Cyclops happily declared.

Sinister realized they were not after him, but the rockets. He screamed at the top of his lungs, "You're not going to stop me, Charles." He grabbed Centurion by his arm, "Stop them now, or I'll kill you myself!" Centurion had just absorbed an eighth copy to heal his wounds. He pulled out a gun and hid behind a rock. He aimed his gun where the red beam was coming from. Taking a shot he saw the top of the mountain explode, small rocks flew into the sky.

"Problem stopped," Centurion proudly declared. His smile faded as he saw Magneto floating above the destroyed mountaintop. Centurion was immediately pelted with every nut and bolt from the scorched rocket. He had to run for cover as the bolts hit him with such force they imbedded in his back and arms.

Hearing an explosion Charles immediately tried to contact Cyclops, then Benny. There was no conscious mind to touch. He prayed that they were just knocked out from the blast. In the distance he heard a cry, and immediately knew where it came from.

"Benny!" Nelson shouted. He stopped firing.

"Look, my brother was there too," Havok said. "But we still have a job to do. We're going down, it's up to you now to watch our backs, understand? The future of your race depends on it. Can we count on you?"

Benny slowly nodded his head. He reloaded his gun, and braced it against his shoulder. "I'll keep them away from you." Looking down he whispered, "This is for you, sis."

Riptide jumped over the peak, as he fell he whirled in the air. He touched down on the glacier floor as a giant tornado. It instantly turned white, picking up the snow as he moved to where Sinister and Centurion was hiding. Banshee jumped over the peak, letting off a scream he soared in the air. Havok stood at the top and raised his hands. Soaring past him, Havok grabbed his harness. He held on tight as they glided down.

"Get ready," Havok shouted. Banshee screamed at the same time Havok released a plasma bolt. He counteracted the force of Havok's bolt, keeping them from being pushed back. The plasma bolt bounced on the ground, destroying the second bay door for the rockets. Instantly Magneto pulled the rocket out and slammed it into the ground. Banshee and Havok waited for Cyclops to appear, but he did not. After waiting several seconds Banshee flew Havok towards the rocket. He needed to sanitize the rocket's contents. One of the Centurions was training his gun at Banshee. He aimed his gun up at them. Suddenly a shot rang out, the Centurion fell to the ground.

"Good work, Nelson," Havok whispered. Passing over the rocket he poured out his beam, incinerating the virus hidden inside. This time Banshee did not scream, they were both lifted into the air from the force of Havok's beam.

Riptides tornado moved towards Sinister and Centurion. The strong winds pulled in four copy-Centurions. They flew out of the tornado and slammed hard into the rock face. Riptide saw a large puddle of a tar-like substance coming towards him. Sitting in the center of his tornado, he whirled around to maintain its speed. He saw his white tornado turn black as it picked up the tar-like substance. He struggled to keep the tornado's rotation spinning with the added weight. He felt the tornado's direction changing, he was headed towards the rocks where Charles was hiding.

The tornado skipped over the rocks just as it began to die down. Peter pushed Charles out of the way as he saw Riptide's tornado flying over the rocks. Once over it soon began to dissipate. Landing hard on the rock hard ice, Riptide was covered in the black substance.

Charles' mind searched for the hybrid that covered Riptide. It was full of hate and anger. Its only thought was to suffocate Riptide. Charles tried to think of a way of defeating this hybrid. His answer came as Banshee drifted over them. Havok jumped down and blasted his plasma beam into the dark hybrid. The creature let out an ear-splitting screech. It flowed off Riptide and towards Havok. Havok stared at the creature. This time he released his most powerful bolt. The hybrid immediately ignited. The flames were a brilliant blue. He fell to the ground rolling, trying to put itself out, but it could not.

Composed of tar, only the complete lack of oxygen would put out those flames. The hybrid screamed in agony as it ran blindly towards the edge of the mountain. The light from its flames flickered as it fell hundreds of feet below.

Banshee landed where Riptide was laying. He was gasping for breath, but he was breathing. "Thank…you," Riptide panted.

Sinister saw his elite guard being taken down. Already two of his missiles were destroyed. There was no sign of the plane. Everything that could go bad, did. Centurion lay by his side, he was pulling in a double but it did not heal his wounds, it was also riddled with bolts from the destroyed rockets.

"Useless," Sinister snarled. "You are all useless to me. I give you a great gift, and you cannot defeat these children." He needed to take control now, the bombs were scheduled to go off in less than half an hour. If that plane did not get here, soon, he would have to find some way to stop the bombs from exploding. He ran out into the open. Spinning in a circle he shouted, "Come down here and fight me like men of honor."

Mystique was standing off to the side, she looked up and saw Magneto rising from the mountain's peak. He quickly moved down the side of the mountain. Picking up scraps from the fallen rockets they surrounded him and circled him, forming a protective shield. He landed in front of Sinister. The bolts whirled and whistled as they spun around him.

"You and Shaw, you are so much alike, yet so very different. Just to let you know, I believed in the same things that he did. Mutants are the future of the world. You are very much like Shaw, in that you want to force your ways upon us. But where you differ is that Shaw was proud to be a Mutant. He was willing to die, to save us from persecution. But you, you betrayed your own kind. To you mutants are something that you twist and shape into your own perverted image. This is going to end, Sinister. It's going to end, tonight."

"Oh yes, it definitely is," Sinister agreed. "I have to admit, you and Charles have been my most formidable opponents. You should feel honored."

"You have no honor," Magneto hissed. He slowly stepped closer to Sinister. "You are a ghoul that preys on mutants. You use them to create unholy monstrosities."

Sinister began to slowly step back. "No, not monstrosities, they are my masterpieces. A specialized mutation crafted by me. They will be the new dominant species, and I will be their leader."

"They are an abomination," Magneto growled. "The ones that I've met would tear your heart out in a second."

"Ah, but not all of them feel that way. Some of them came to me, asked me to change their miserable lives." Sinister stopped backing up. "One of them practically begged me. He was a small man when I first met him. Beaten up by bullies

Centurion-One suddenly began to create copies. They flew right out him. They were coming out so fast some of them were not complete. They began to fall as Nelson was shooting them from where he was hiding. But there were just to many. They all jumped on top of Magneto, overpowering him. Centurion-One dived into the pile, he quickly snapped something on Magnetos wrist. Once it was on, the copies were sucked right back into Centurion-One. Looking at his hand Magneto saw he was wearing a metal bracelet. He laughed at Sinister as he showed him the bracelet. "You think this little thing will hurt me?' He flicked his finger, the bracelet did not come off. He realized it was made of a non-magnetic metal.

"Do you like it? I had it made just for you."

"What does it...," Magneto started to say before Sinister pulled out a small box and pushed a button. Magneto grabbed his wrist and fell to the ground. A jolt of electricity flowed through his body. Weakened, he sat on his heels.

"That's a good boy," Sinister purred. "Now stay there…Centurion!" he barked. "Go handle our other problem."

"Yes, sir." Taking several Marauders and copies with him, he ran off.

Sinister held the small box in his hand. He made sure to stand out of sight of the sniper. He smiled brightly as he looked behind Magneto. His red eyes lit up. "Ah, you've arrived in time, my sweet," Sinister sung. "He should be no problem for you." His hand pointed behind Magneto. His fingers beseeched someone behind him. "See here what a tasty morsel I have for you."

Magneto heard as woman's voice say, "Hello, handsome, shall we play?"

"_Charles!"_ Mystique shouted in her mind. _"Diana, she's here."_


	41. Emotions with a Side plate of Betrayal

X-Men: The Winds of Change

By Ldynwaitin

Chapter Forty One

Emotions with a Side plate of Betrayal

Charles face flushed cold with what Mystique had just told him. Diana, he had totally forgotten about her. The memory of the intense fear he felt still lingered in his mind. Erik was in danger, great danger.

"_Mystique,"_ Charles quickly returned. "_Do not change into your original form. If Magneto has any chance for you to help him, it's that she will ignore the Nob's. To her you are one of them, stay that way no matter what you see. Do you understand me?"_

"_I do Charles, but it's going to be hard,"_ she honestly replied.

Charles had to think fast. Diana's skill was taking an emotion and intensifying it to a lethal level. Magneto's power depended on his emotions. If she triggered the wrong one he could end up taking the entire mountain down.

Charles tried to figure what he could do, with what he had. Riptide, Havok and Banshee was with him. He had no idea what happened to Cyclops and Benny. Mystique was his hidden queen, she needed to keep up her disguise. Nelson was still positioned on top of one of the peaks.

Then there was Peter, he was still by his side. In all the time he was here, he's never left his side. His loyalty was heart breaking. Charles heard a distant cry of pain from Erik.

"Professor," Havok said. "What are we doing to do?"

"We help him, Havok," Charles said. "At all costs." He had to think fast. He had Havok's plasma bolts, Banshee's sonic scream and Riptides tornado's. Before he could think of what to do, he heard a high-pitched sound. Immediately Peter grabbed Alessia and pushed her to the side just before the wall of rocks in front of them exploded.

Havok, and Banshee was blasted back. They fell to the ground unconscious. Riptide was thrown to the side. As he fell several large rocks covered him. Four Centurion's scrambled over the rocks, their guns were trained on the them. One of them grinned down at Charles.

"It's good to see the mighty fall," Centurion said. "Just to let you know, I'm the original." He pulled his hand back and slapped Charles across the face. Alessia tilted from the blow. Charles covered his nose, he felt a warmness drip down his lip. It immediately began to freeze on his face from the cold.

Leaning down to be eye to eye with Charles, Centurion said in a deadly whisper, "That is no where near the pain I feel when I have to pull back a copy."

Charles smiled, "There was a plus then."

Centurion slapped Charles on the face again. Gasping, his tongue felt a tooth go loose with that blow. "I do have another cheek," he briskly said.

"Bring him," Centurion ordered Peter. He spun around and pointed to Banshee and Havok. "And them too, Sinister wants them all."

Once he reached the pile of rocks, Charles was lifted in Alessia by a Centurion copy and carried over. Looking back he saw Havok and Banshee draped on the shoulders of copies. It was then that he noticed they were not carrying Riptide. Hidden under a pile of rocks, they did not know he was there. Once he was placed back on the ground Peter quickly began to push Alessia. The other Nob's scrambled over the rocks and followed them. Once again they were being ignored.

Charles reached out, he still could not feel anything from Benny and Cyclops. He immediately contacted Nelson.

"_Professor,"_ Nelson said. _"I only have one bullet left."_

"_Then use it wisely,"_ Charles told him. _"You need to stay where you are. You may be our only chance."_

Nelson could see Xavier being pushed to where Magneto was being held. Clutching his gun, he began to move to another position to get a better view.

Charles warned Mystique to practice some restraint and not show her hand just yet. He was about to attempt contact with Beast, when he saw Magneto kneeling on the ground clutching his head. Diana was standing in front of him.

What alarmed Charles the most was that his helmet was lying on the glacier floor, not sitting on his head.

"There now," Diana said. "We can play much better with that off."

"Erik, I'm jealous," Charles said as he was being pushed closer. "Sinister never gave me any presents."

Magneto smiled, the fear Diana was sending him washed away with Charles appearance. He held up his hand, admiring the bracelet. "You can have it, Charles. Really not my style." Magneto gasped as Sinister zapped him again. He felt the fear returning. It grew in the pit of his stomach. It was an intense fear that threatened to choke him.

Sinister cooed to Diana. "Not to rough, my love. I don't want him dead, at least not yet. I need him to do something for me first."

Charles entered Erik's mind. He put up a block. Feeling it, Diana pulled back. She frowned, no one was able to stop her before. Magneto took in a deep breath as the fear grew smaller.

"Now then," Sinister addressed Magneto. "There are four bombs that are ticking my life away. I have no way of stopping them, and no way of getting out of here alive in time."

"Charles, did you hear anything bad in that statement?" Magneto panted.

"Not at all," Charles said. He struggled to maintain his block. He had to prevent Diana from sending the wrong emotions to Erik.

Sinister was becoming angry. With Charles appearance, Magneto's bravado seemed to have grown. "You are going to disarm the bombs," he briskly replied.

"Really?" Magneto replied. "And how am I going to accomplish that? Did you forget that you built the entire place with metal I can't control?"

"The timers for the bombs are composed of a Ferromagnetic metal, you can take them apart and stop them from exploding."

Magneto weakly laughed. "You are mad if you think I'll do it."

"Oh I don't think, I know you will." Sinister motioned for Magneto to look behind him. Havok and Banshee were dumped on the ground next to Charles.

Magneto could clearly see that four of them were missing. He saw one of the Nob's wink at him, he knew immediately it was Mystique. He took in a deep breath, all was not lost yet.

Looking back at Sinister Magneto calmly said, "That does not change a thing."

Sinister glared at Magneto. His bright red eyes looked from him to Charles. Frost told him how close they were, almost like brothers. Charles even managed to hide Magneto's faux-death from him. One only went to those extremes only for someone they deeply cared for.

"Diana, my pet," Sinister sung. Charles had to suppress a smile. He actually had her name right. "You told me earlier, before we met inside the mansion that you felt a delicious mind outside. One that you said was so magnificent you'd want to feast on it for days."

"Yes," Diana practically slavered. "I felt him when killing the jumper. It was so delicious so fantastic, I just wanted to feed it fear for days just to feast on his feedback. I felt so many emotions from it. It was a high that I've searched for my entire life."

"Oh, my dear, then you should be glad to know, your tasty morsel sits right there." Sinister pointed to Charles.

She whirled around, her eyes locked with Charles. Once they met Charles immediately recalled his connection to her. The ecstasy he experienced with her. His block in Erik's mind began to weaken.

"Fight her, Charles!" Magneto shouted. He could feel Charles pulling back, he had to use all of his power now to prevent her from attacking him.

Sinister saw Diana slowly walk to Charles. "So, you're the one that was preventing me from tasting that morsel." She wagged her finger in the air. "Naughty boy, I don't like being tricked like that."

Charles flinched as he felt her attack his defenses. But it was doomed to fail, for she already had a piece of her in his mind. Taking hold, he was reminded of the ecstasy he felt when connected to the jumper. Slowly his walls were broken down from the inside, he looked up at her with rapture. She reached out, her fingers danced on his forehead. Pulling them back she licked the tips. Her eyes closed in bliss. "Oh yes, so many emotions, so complicated…sooooo luscious."

"Stay away from him!" Magneto struggled to break the bracelet, but there was nothing he could latch onto.

Magneto saw Charles smile at her, it was almost sweet. She leaned over, taking his head she began to kiss him. At first he felt nothing, then Charles began to struggle in her hold. She was sending him emotions, enhanced emotions. Fear, anger, sadness, hate, all of them swirled around inside him. He jerked back and clutched his stomach, the pain was becoming unbearable.

Diana laughed as she saw him struggling to get them under control. "Yes, fight it. That is why you are so delicious, blue eyes. Such beautiful eyes, I could swim in them for days," she sighed. "Oh, your will is strong, stronger than any man I've met. Fight it my pretty, so that I may feast on you."

Charles felt his heart beating so strong he could swear it was trying to get out of his chest. Diana spread out her arms. Laying her head back she breathed, "Come to me."

Charles jerked as he felt the emotions she gave him pour back into her. But it was his emotions mixed with them. She closed her eyes as she drank in his emotions. "Ohhhh yes," she moaned. "Such a high, such a wonderful, fantastical high."

"Leave him alone!" Erik growled. He tried to get to Charles, but Sinister used the bracelet to bring him to his knees. Charles shook his head, "Erik, please don't. You're only hurting yourself."

Snapping her head up, Diana's eyes practically glowed in the darkness. "I am going to keep you my pet. You are special, so very special. I am going to keep you and feed you, and feed on you for as long as I can."

Again she sent enhanced emotions to Charles. The high he felt before was gone, now he only felt pain, and torment. He gripped Alessia's armrests as new emotions flowed through his body. Erik tried to fight the pain from the bracelet. He struggled to use his power, but only a few bolts feebly rolled on the ground.

"Don't worry, sweetie," Diana sung to Erik. "I know just when to take them out, before they kill him. Oh yes, so sweet, and handsome too. I could not ask for a more wonderful feast."

Sinister was getting impatient. "Diana, focus please, we don't have much time left before this whole mountain goes down."

"Really?" Diana said. "And how were you going to get away?"

"If Magneto is unable to disarm the bombs, I have a plane coming, or do I, Centurion?"

Centurion's eyes stared into the night. Just before he attempted to link he heard a roar from above. Looking up he saw a plane slowly drifting down from the sky.

"Sir," Centurion shouted. "It's here."

The plane was rocking and shaking badly. Whoever was controlling it was having a hard time. It swung over them, then back. It quickly came down, roughly landing onto the glacier several yards away.

Sinister laughed in relief. "It's here, you finally did something right, Centurion."

"Yes," Centurion sighed. "I finally did, didn't I, Diana."

Diana walked up to Centurion, she wrapped her arm around his waist and snuggled her head on his arm. "When this is done, I want him as a pet," she pointed to Charles. "Can I have him, he's so delicious."

"Of course you can," he said. "I want you to keep him alive as long as possible. Let him suffer as long as I have." With a flick of his eyes every Centurion double aimed their guns at Sinister.

"Centurion, what the hell is going on?" Sinister demanded.

"Erik," Charles panted. "I do believe he really doesn't know what's just happened."

"Yes, I saw this coming when I was first brought in here."

"What are you talking about?" Sinister frantically shouted.

"A Coup, Mister Sinister," Charles said. "Just a good old fashioned Coup."

Sinister slowly shook his head. He looked at Centurion with disbelief. "No, you wouldn't do that to me. I made you."

Centurion pulled himself out of Diana's hold. He slammed his fist on his chest. "I made me! I did all that you asked, and more. Yet never once did you acknowledge anything that I did. I was the one that made all of this possible. You are the one trying to destroy it, but I won't allow that. I've worked to hard for to long to just sit back and let you to blow it all up."

Centurion whistled. Out of the darkness scrambled several hybrids. One of them suddenly appeared in front of Centurion in a puff of smoke. His skin was a light red color

"Did you get them all?" he asked the hybrid. It vigorously nodded his head. He handed Centurion four small items. "I pulled out the detonators from all four of them. Have to say, they were hard to find. I can only jump no more than fifty feet at a time." Shyly smiling at the others he said, "This is all new to me."

"Where the hell did he come from?" Sinister demanded. "I had no part in making him."

Centurion crushed the detonators in his hand. He angrily glared at Sinister. "I was by your side every hour of every day. It wasn't hard for me to learn how to make my own. This one was from that red-ape we picked up about a month ago. He's new, but he's getting better."

"As you say, Mister Sinister. You always think ahead, well I was ready for this."

"So no more bombs then?" Charles asked.

"No, Xavier," Centurion sneered at him. "You know I have you to thank for all of this. I was just waiting for a chance to make my move."

"You're welcome?" Charles softly said.

"What about the remaining two rockets?" Magneto asked.

"They should still go off as planned. They were on a separate timer. Less than ten minutes left before they take off. And with the bombs disarmed, I still have The Facility."

Diana smiled brightly, she moved closer to Charles. Her long fingers stroked his hair. "I'm hungry," she whined.

"In time, my pet," Centurion sighed. "In time."

"You used me," Sinister mumbled. "All these years I finally see the truth."

"It was easy, you were so focused on creating your 'special future' world that you were blind to what was around you."

Sinister's head fell, Centurion walked up to him. "Poor Sinister, he wanted to be the king of the world, and he was defeated by a lowly pawn." Centurion stopped in front of Sinister. In a flash Sinister pulled out a knife and stabbed him in the chest. Plunging the knife deep he twisted the handle. "I made you, I can make another."

He was shocked to see the Centurion he stabbed melt on the ground. Another Centurion walked up to him. "I've been with you long enough to know that was coming."

Ten copies fazed out of him, each one identical to the other. "I'm cold and tired, time to end this."


	42. A GameEnding Move for All

X-Men: The Winds of Change

By Ldynwaitin

Chapter Forty Two

A Game-Ending Move for All

"I agree," Charles stated. "It's time we ended this all."

Just as he said this, they all saw a bright red light glowing just a few yards from where they stood. Its intensity grew so strong the stars in the sky blinked out. The smell of rock and dirt filled the air. Nearly thirty seconds later it died down.

Centurion heard a voice say from the darkness, "It's done, Professor."

Suddenly they all felt a rumbling from below. "What did you do, Charles!" Sinister demanded.

"Cyclops has been a very busy boy. He's spent the last ten minutes drilling a hole under your mansion, Sinister. That last thirty seconds was the final breach of the mantle several miles below, breaking open the crust under this mountain. The magma will be making its way up into the Facility. It shouldn't take long for all of this to go down, the rockets as well."

The mountain began to rumble stronger. "I gave Cyclops a command," Sinister yelled. "He could never harm me."

Charles smiled, "Yes, that's true, but he didn't harm you, did he. He harmed the mountain. It's just a darn shame that you happen to be standing on it."

Suddenly there was a loud crack, a slab of the mountain sheared off. Everyone screamed as it fell on top of several of the hybrids and copy-Centurions. The transporter's eyes grew wide with fear. "I'm not staying here to die, I'm gone!" In a flash he disappeared.

"Damn you, take me with," Centurion yelled.

"I don't want to die," Diana wailed. She stared at Charles, "You did this to us. Everything was fine until you were brought here." Her eyes locked on his, he clutched his throat as she threw him a fear so intense it stopped him from breathing. Suddenly a shot rang out into the night. Diana felt a searing pain go through her. Looking down she saw a pool of blood forming on her chest. She staggered to stand. Grasping her chest she fell to the ground.

Charles took in a deep breath, her hold on him broken. He closed his eyes, _"Thank you, Nelson."_

"_I'm sorry I wasn't in position sooner,"_ he replied.

"_Don't apologize, you just saved my life. Make your way down, we have to get to that plane before the mountain comes down."_ Opening his eyes, Charles saw Sinister smiling at him. In fact he was surprised to see there was no fear in his eyes at all. Centurion also noticed it. He looked out to where the plane landed.  
>"You are not getting on that plane," Centurion told Sinister.<p>

"I had so much planned. My future would have been a perfect world. It's a shame that you won't be a part of that future."

Sinister lunged after Centurion, the original Centurion. His fingers dug into his head. Immediately all of his copies froze. "I gave you your power, and I can take it away."

He knew exactly where to go, he probed into Centurions mind, finding his mutant power, he absorbed it. Immediately the Centurion copies began to fall on the ground, melting into the icy floor. Only the original Centurion remained.

Centurion tore himself away from his grip. "What did you do to me?"

In answer Centurion saw Sinister's body waver, he shook his head in disbelief as he saw a copy of Sinister pull out of his body, then another, and another, until there were ten Sinister's standing in front of him.

"Just something I added to my gene make-up. I can steal a mutation. Oh, just to let you know, I am very disappointed with you, Centurion." Pulling out a gun, he shot him in the chest. "Sinister giveth, and Sinister taketh away."

Centurion felt the pain of the bullet. He immediately tried to will the wound to heal, but it did not. Sinister took that from him too. He clutched his chest, stumbling towards Sinister, he fell to his knees in front of him.

"Poor Centurion, just to let you know, I never trusted you with all of my secrets." A crack in the rock echoed in the night air. Below Centurion the glacier broke open, Centurion fell inside of the crack.

"How long do we have?" Magneto shouted to Charles.

"I'd say no more than thirty minutes before this whole place goes down."

Sinister's double's gathered around the original. They each carried an identical gun. Sinister still held the box that controlled the bracelet around Magneto's wrist.

Sinister-one half grinned, "I must admit, you gave it a good try, Charles. You were an excellent opponent."

"What makes you think this is over?" Charles asked him.

The copy Sinister's held up their guns. "I believe this is what they call, 'Checkmate'."

"No," Charles said. "I still have one more move."

"Father," Sinister heard a small voice call out. Searching around he saw a small boy walking towards him. He was frail looking, his large eyes were as white as snow, his hair black as night. His skin was nearly pearl in color. What was most striking about him was that he was identical to a Nob.

"Father," the boy's voice cracked. "You said you were going to cure me."

Sinister's eyes grew wide with fear. "No, no, not you. It can't be you."

The small boy eye's filled with tears. "You let me die, you said you were going to help me. Why didn't you?"

Charles actually saw some of the copy-Sinister's lower their guns. His concentration broken, he was releasing his hold on them.

"I did this all for you," Sinister's voice cracked. "I really tried to find a cure for you."

"Did you?" the boy asked. His eyes turned dark. "Then why did you dig me up, after I died? Why did you experiment on me?" The boy pointed an accusing finger at him. "How could you do that, I loved you, I trusted you."

Sinister wiped the tears from his eyes. He spun around and angrily glared at Charles. "You're doing this," he spat out. "I don't know how, but I'm not going to let you get to me."

Charles pointed behind him, "I believe I already have."

Sinister saw three of his copies slowly falling to the ground. They began to melt away in a puddle of flesh and bone.

Sinister's anger now replaced his sorrow. Copies began to pour out of him. They ran towards Charles. He covered his face as they reached him. One of the copies grabbed Charles and threw him out of Alessia. Magneto tried to use his power, until the bracelet zapped him.

"I never should have brought you here," Sinister-one lamented. "You ruined everything."

"No," Charles gasped. "It was you, you use everyone around you as a shield to hide your greatest secret, that you are a coward. You changed Neale because you saw in him, yourself."

"Father, why did you kill me?" the boy wailed.

Sinister fought to maintain control. "You think you know me?" he said through gritted teeth. "You have no idea who and what I am. I've lived over a hundred years, and I will live to see another. But not you, I'm sorry Charles, but tonight you die."

Several of the Sinister's grabbed Charles by the arms, they dragged him up. They held him there as Sinister-one came to him. The ground beneath them shook hard, but Sinister ignored it. Stopping in front of Charles, he smiled at him.

"I want this to hurt." Pulling out a knife, he plunged it into Charles shoulder.

"Father, stop," the boy shouted. But Sinister just pulled the knife out and was about to plunge it into his other shoulder when the boy flew to him. He grabbed the knife and immediately changed into Mystique. She fought to get control of the knife, but she was grabbed by two Sinister copies.

Sinister angrily glared at Mystique. He now looked at Charles. "How could you," he growled. "How could you do that to me, use him against me."

His rage was now uncontrollable. He grabbed Charles by the head. "A little trick I learned from you, Charles." Sinister entered the most primitive part of Charles mind, and told his heart to stop beating. In seconds Charles head fell forward. Sinister released him, letting his body fall on the glacier. He was panting hard, he suddenly felt the ground below him shaking harder.

"You killed him!" Peter screamed.

Sinister was shocked to hear one of his Nob's actually speaking. "You cannot speak."

The ground below him shook harder. "You killed him," Peter roared. The box that controlled the bracelet flew from his hands and into the darkness. The other Nob's quickly joined him. Magneto could feel his power returning. Sinister began to make copies, they practically flew out of him. They surrounded him as he began to back away from the Nob's.

Magneto ran to Charles. He tried to pick him up, but he just lay limply in his arms. He placed his hand on his chest, he did not feel him breathing. He gently lay him back on the ground. He was so still, he almost looked like he was sleeping. But Erik knew better, he'd seen death so many times before. He placed Charles hand on his chest, clutching his hand, he tilted his head down.

"I told you before, Charles. You and I, we were like brothers. I've never been so close to anyone as I was to you. You are…were my only family." Slowly he stood up, his eyes grew dark, his hands were tightly fisted.

"I saw my mother die by Shaw's hands, and now you took my brother." He began to rise from the ground. The shaking of the Facility grew stronger under him. The destruction of the mountain was accelerated now by the Nob's and Magneto's anger.

Magneto began to fly towards Sinister. "You and Shaw, you're both the same, and you will die the same." Magneto lifted his hands. Hundreds of bolts and shards lifted into the air. "By my hands!" The scrap flew to Sinister, tearing into his copies. Sinister felt the mountain below him rumbling. He couldn't believe what he heard, and what he was seeing.

"I created you!" he shouted. "You can't kill me, I'm your father."

Peter's eyes turned blood red, "Watch us, father."


	43. Time is Up

X-Men: The winds of Change

By Ldynwaitin

Chapter Forty Three

Time is Up

Mystique stood over Charles, she couldn't believe he was gone. She wanted to rip Sinister apart. She was satisfied that Magneto and the Nob's were doing just that. Hearing a familiar sound, she looked out into the darkness. She saw something flying towards her. She couldn't believe her eyes, Angel was flying down from the snowy skies. She landed just in front of her.

"Mystique, we're here, we got the plane."

Mystique shook her head, "We? What are you doing here, I thought you…"

"I didn't desert you, I had to help Beast."

When Angel saw Beast was going to the plane alone, she knew that he would need someone to watch his back. She wanted to help him, but Magneto would never allow her to go with him. She decided that she would make it look like she was leaving them. Once she was in the air, she quickly flew towards the plane. She actually reached it before Beast did. She stood on the plane, waiting for him to come.

As she waited the snow began to fall, the wind was so cold she had to find shelter until Beast arrived. She hid in a small cave a few yards from the plane. As she hugged her parka the snowfall increased. It was coming down so hard now she could no longer see the plane.

As she contemplated leaving the cave, she heard a roar, then someone screaming. Flying out of the cavern she saw Beast kneeling next to the plane. Centurion held the hand of a Marauder over his head. She had totally forgotten about him. She quickly flew to the plane. Just as she reached him she spat out, her spit hit the hand of the hybrid. He shrieked in pain, and held his hand to his chest.

Centurion whirled around, for an instant he faintly saw someone flying away into the night. Beast fell to the ground, he had never felt so sick in his life. He fought the fever that now raged through his body.

Centurion knew that Beast was no longer a problem, it was the flying mutant. Tightly gripping his gun, he moved towards a shadow he could see in the snowfall. He saw it flittering left, then right. He kept his gun trained on the figure, moving closer and closer. The shadow managed to stay at a distance, just a figure moving away from the plane.

He quickly shot his gun, he cursed as he missed. The snow was giving him a false perception. He cocked his gun and began firing in a lateral spread. He heard laughter above. It shot over his head. Moving around, he wiped his eyes. The temperature dropped dramatically. He could feel ice forming on his eyelashes. He looked at his gun, he only had one more shot left. He had to make sure it was used for a kill shot.

He knew if he was cold, whoever flying had to be just as cold.

"I can wait," he called out. "How long can you fly in this cold?"

Already Angel could feel her wings stiffening from the cold. Her muscles that moved the wings began to cramp, she would not be able to stay up much longer. She looked down and grinned, she only had to stay up as long as it took.

"I think I can fly longer than you," she taunted him.

Hearing her voice, Centurion quickly moved towards it. He saw her struggling to stay in the air. She bobbed up and down. He just needed to get a bit closer.

Then he saw her come down and land. He heard her slapping her arms as she tried to get warm. Grinning Centurion ran to her. He was close enough now to see her. She smiled at him, as he ran to her.  
>Holding his gun up, Centurion growled, "I'll wipe that grin off your…" he took a step to far. There was nothing under him. His screams faded as he fell into an abyss. Angel concentrated on keeping her wings moving. She had to hover in the air to make it appear she was standing. Below here was nothing but air. Lifting up, she flew back to Beast.<p>

She found him lying next to a dead Marauder, she could see his neck was clearly broken. Beast grinned up at her. "This is an unexpected pleasure."  
>"You know me, never one to turn down a good fight."<p>

Landing next to him, she helped him up. "Help me get in the plane," he told her.

She had to practically carry him there. Her wings helped her as she brought him to the planes doors. He quickly punched in the code, the plane's door slid open. Once inside Beast stumbled to the cockpit. He plopped in the chair. Angel sat next to him.

"We need to get this to the Facility," he sighed.

Taking in a deep breath, he leaned forward and began starting the plane. Angel sat next to him, keeping a close eye on him. Beast leaned back in the chair, his hand tightly gripped the throttle.

"First time I'm using this, let's hope it works." Beast pulled back on the throttle.

Angel felt the plane vibrating heavily, looking out of the cockpit she could see that they were slowly moving up.

"You're doing it, Beast."

The plane lifted until it was high enough for him to switch it to fly forward. "Hold on," he panted. "I'm taking us there."

It was ten minutes later that they reached the Facility. Beast leaned forward and had to stop the plane's forward movement. The snow was not falling as hard here. He could faintly make out figures on top of the mountain. His hands gripped the controls, he saw a flat area on top of the Facility. It was wide enough for the plane to land. His hands were shaking so hard now, he was having a hard time controlling the plane.

Angel screamed as the plane moved back and forth. Beast gripped the controls with both hands, he felt the plane shudder as he brought it straight down. They bounced in their seats as the plane made a hard landing.

Beast lay back, he closed his eyes, he had no more in him.

Angel unbuckled her seat belt, she immediately went to the door and tried to open it, but it would not open. She did not have the code. She ran to Beast. Shaking him hard she yelled at him, "Wake up, Hank. I need the code to open the door."

She was alarmed as she felt the heat pouring out of him. She ran to find something to shock him awake. She found some bottles filled with water. Opening one she poured some water in her hand, and patted Beast on the face. Beast sighed, the cool water felt so good on him.

"Beast," Angel said. "I need the code to the door, can you tell me…" She stopped talking as she felt the plane actually shake. Looking out she could see rocks falling from above.  
>"Oh my god, the mountains coming down, Beast!" she yelled. "You have to wake up." She poised the bottle over him, and poured it over his head. Beast spit out the water, "What?" he gasped.<p>

"The code," Angel shook him. "Give me the damn code or we're all going down with this mountain."

"It's Albert Einstein's birthday."

"And you really think I'm supposed to know that?"

"3-14-18-79," Beast gasped, just before he passed out.

Angel ran to the door, she punched in the code. Hearing a click, the door slid open. Zipping up her parka, she flew out of the plane.

"The plane is ready to go," Angel told Mystique. She saw Banshee and Havok lying on the ground, they were just waking up. She ran to them, Mystique was right behind her. They tried to help them stand up. Mystique wiped the tears from her eyes as she looked back at Charles.

"What happened?" Banshee asked her.

"We have to get out of here," Angel told him.

"Angel!" Banshee said. "I knew you wouldn't leave us."

Havok stumbled to Xavier. "Don't," Mystique said. "He's gone," she choked.

Sinister was backed up against the side of one of the peaks. His copies were being bombarded with every bit of metal that Magneto could find.

"I offer you the chance to fight by my side," Sinister shouted. "You hate humans as much as I do. Together we can wipe them off the planet."

Magneto slowly shook his head, "That day will never happen. Charles is dead, and soon you will be too. You will never leave this mountain alive."

"I was changing the world, creating new mutations. How could you fault me for that?"

Magneto willed the metal fragments into a giant scythe. It swooshed through the crowd of Sinister's, cutting them down. "I've met your monstrosities. Each one of them fed on mutants - they destroyed them. My kind would be gone in months. I have a new enemy, and it not the humans, it is you!"

Sinister ducked as the giant scythe tore through the crowd of copies. He could feel every death. Creating more, he saw a tornado spinning towards him. It flew through the crowd of copies, dragging them into the tornado they were taken to the side of the mountain. Riptide stumbled towards Angel. There was blood on his forehead, he had just enough strength to create the one tornado. He fell to his knees, Angel ran to him.

"Knew you would come back," he panted.

Angel brushed the blood on his forehead, "Come on, your ride is here."

Sinister created copies as fast as they were being killed. He didn't know how long he could keep it up. What frightened him the most was to see the intelligence in his Nob's eyes.

"I created you," he shouted. "I gave you life, you owe me some loyalty."

"No," Peter screamed back. "We owe you nothing, because that's what we were to you. The name you gave us, Nobodies. But we are not nobodies, we're alive and we can think, and we are all now very angry because you killed the one man that was our true friend."

Sinister was shocked with the intelligence he was feeling from Peter. "How did you advance so fast, so quickly. What happened to you?"

Peter's blood red eyes stared deep into Sinister's, "Charles Xavier."

A large rock shook and broke off the mountain, it fell straight down. Sinister-one just managed to get out of the way. He saw ten of his copies crushed underneath. He was frightened, frightened by his own creation.

Nelson stumbled to where he saw the others standing. He laughed in relief as he saw Cyclops coming around a corner with Benny. She was limping, but she was alive.

"Good shooting, brother," she told him, once they came together.

Havok patted Cyclops on the back, "Had me scared there bro."

"Me too," Cyclops said. He looked for the professor, he found him, lying on the ground. "Oh my god, what happened?"

"Sinister," Mystique sniffled. "He grabbed him, and he just stopped breathing."

Benny fell next to Charles, she placed her ear on his chest. She could hear no heart beat.

"What the hell are you doing?" Mystique shouted.

"Saving him," she replied. She looked around. "I need something to jump start his heart, something with a strong electric jolt."

"Trust her, she was going to be a doctor," Nelson explained. "But Father pulled her out. Said he needed her to help kill all…well you know," he mumbled.

While Benny searched for something to help Charles, Magneto continued his attack on the Sinister doubles. He was killing them as fast as Sinister could create them. Then a shake in the mountain hit so hard it knocked everyone to the ground.

"It's going down fast!" Cyclops shouted. "We have to get to the plane."

"I need something to jolt his heart, Cyclops," Benny huffed. "I still have a chance of bringing him back. If I don't do it now, I'll never get it started."

Cyclops tried to think of something that could help them. Then it came to him.

"Mystique I need you to find that box that Sinister used to control the bracelet, I'm going to get it from Magneto." As she searched for the box, Cyclops ran to Magneto.

"I need the bracelet to save Xavier."

Magneto stared ahead, he needed to concentrate on his attack. He stuck his hand out, "Take it, if you can."

Cyclops focused on the lock. He carefully burned it off. It fell in his hand. As he ran back to Charles, he saw Mystique running to Xavier carrying the box.

He showed the bracelet to Benny. "Will this do?"

Benny grabbed the bracelet. "No, we need to make it flat for the leads to make contact on his chest." Cyclops used a low intensity beam. He had to concentrate hard as he made small shallow slits in the metal. He needed to make sure he did not destroy anything inside the bracelet. Once he was done, they were able to flatten the bracelet. Benny placed it on Charles chest.

"Cross your fingers, guys." She could see the control box had different settings. She knew Charles needed a hard jolt to jump-start his heart. Dialing the box at its

highest setting, she pressed a button. Everyone jerked as they saw Charles body jump.

"He's alive," Havok gasped.

Benny pressed her ear on his chest. "No, not just yet. Stand back, everyone, he needs another one."

She pressed the button again, Charles jerked. He gasped and sat up. "What's wrong, let me up," he began to angrily shout.

"Hold him still," Benny said. "This is typical, he doesn't realize what happened to him."

Charles struggled in their hold, he heard everyone telling him he had to calm down. Benny quickly explained what happened. Feeling a burning pain in his chest, he sat back, "That bloody hurt," he groaned.

"Sorry," Benny said. She picked up the fallen bracelet "I had to use this to give get your heart beating again."

Charles saw Benny holding the bracelet Magneto wore. "You saved me, a mutant?"

Benny half smiled, "Yes, but don't tell my father, he'll be pissed."

"I promise." Charles took her hand, "Thank you." He nearly fell back as the mountain shook harder than ever.

"Good lord, how long was I out?" Charles asked Mystique.

"For a few minutes."

"That's far to fast," Charles said. "We should have had more time before the quakes appeared that powerful."  
>Cyclops pointed to Sinister. "I think that Magneto and the Nob's may have had a hand in that."<p>

Charles saw Magneto floating above the ground, every nut, bolt and metal item he could find was swirling around Sinister's doubles. The Nob's were standing under him in a circle, their hands tightly clasped together.

"My god," Charles said. "How did they manage to work together like that?" Havok smiled and pointed at him.

The ground below them continued to shake. Charles searched for Alessia. Banshee quickly brought her to him. Havok and Cyclops carried him to her. Sitting down, Charles saw Angel holding up Riptide.

"Angel, it's good to see you."

"Good to see you alive."

"Professor, we need to get to the plane before it's too late," Cyclops said. "But the way this mountain is shaking, I'm not sure if we would be able to reach her in time."

Charles stared at Magneto. _"__I__'__m__touched__Erik,__but__I__think__it__'__s__time__to__leave.__"_

Erik was shocked to hear Charles voice, he nearly dropped to the ground. Spinning around he couldn't believe his eyes. Charles was alive, and sitting on Alessia.

_"__You__were__dead,__I__saw__you.__"_

_"__I__was__actually,__but__I__didn__'__t__quite__like__it.__So__I__came__back,__you__know__how__that__is.__" _

Magneto laughed,_ "__Yes,__I__do.__"_

"_Right,__now__let__'__s__go,__before__death__gets__another__chance__to__take__us__all.__I__'__m__sure__he__'__s__very__pissed__right__now,__with__all__this__dying__and__coming__back.__Erik,__thanks__to__you__and__the__Nob__'__s__touching__concern,__this__mountain__is__coming__down__fast.__We__need__to__leave__here__before__…"_

Suddenly everyone felt the hardest jolt of all. One of the peaks began to crumble down. The slab of glacier they were standing on tilted forward, then back. Cyclops actually saw the plane sliding close to the edge. Then they felt a drop, as if they were in an elevator, but it suddenly stopped.

"What the hell just happened?" Havok shouted.

Charles shook his head, "We just ran out of time."


	44. A Fight to the Finish

X-Men: The Winds of Change

By Ldynwaitin

Chapter Forty Four

A Fight to the Finish

Magneto heard a deep rumbling, and then screaming behind him. Looking down, he could see that the land had dropped. Coming down he saw the Nob's eyes glowing brighter than ever. Sinister stopped making copies. He was scrambling to stand up.

_"__Go,__"_ Magneto heard Peter say in his mind. He was still connected to the other Nob's. His eyes pulsed, their red glow lighted up the night.

"What did you do?" Magneto shouted.

_"__Not__us,__"_ Peter gasped. _"__The__ground__below__us__has__collapsed.__We__are__keeping__this__part__of__the__mountain__from__falling.__We__can__'__t__hold__it__up__much__longer,__you__need__to__get__him__out__of__here,__now!__"_

Peter saw Charles sitting in his chair. He was alive! He never happier than to see that Charles was alive, but that happiness was short lived. Before he could tell the Nob's to stop attacking Sinister the mountain began coming down below them. He only had a split second to tell the other Nob's what needed to be done.

Magneto realized that the Nob's was keeping the entire slab of Glacier they were standing on from falling. But they could not hold it forever.

_"__Go,__"_ Peter said again. _"__We__will__try__to__keep__it__up__as__long__as__it__takes__for__you__save__him.__"_

"Peter, Charles he won't…" Magneto knew that Charles would never leave without Peter and the other Nob's.

_"__I__know,__"_ Peter said. _"__But__you__must__make__him,__you__don__'__t__have__much__time.__Please__tell__him__this__…__.__"_ Magneto instantly received a message from Peter. He slowly nodded his head, "I'll tell him."

_"__Hurry__then.__"_

Magneto flew to Charles and the others, spying his helmet he pulled it to him. It firmly sat on his head. Landing he informed the others of their dire situation. "The Nob's are holding this entire slab up. Everything below us is gone, we need to get to the plane now."

Magneto lifted Alessia and moved her to the plane, the others ran after him.

"No," Charles shouted. "We can't leave him here. Erik, I promised."

Magneto stared ahead, "Charles, I'm sorry, but we can't. They are the only ones keeping this section of the glacier from falling into the mountain below us. Peter fully knows the risk of what he's doing. Respect that, Charles, and honor it."

Charles tried to connect to Peter, _"__Damn__it,__Peter,__"_ Charles cried out. _"__Don__'__t__do__this,__there__has__to__be__another__way.__"_ But Peter would not answer him. He slammed his fist on Alesia. For deep inside he knew that Peter and Magneto was right, this is the only way they could be saved.

As Banshee ran to the plane, he heard Sinister screaming at them that the fight was not over. He saw him running towards them. Taking in a deep breath, he released a sonic scream. It was powerful enough to push Sinister close to the edge of the glacier. Spinning around Banshee sprinted to the plane.

Sinister looked down, he could see hot magma pouring out of the ground far below him. He couldn't believe the slab of rock they were standing on was floating above it. He fought to stand up, he saw Charles and the others getting into the plane. He dug in deep and ran as fast as possible to get to that plane before whatever was holding the glacier up failed.

Once they reached the plane, Cyclops ran to the cockpit, he saw Beast unconscious on one of the seats.

"We're in trouble," Cyclops said. "Beast is unconscious. He only showed me the basics on flying this plane. I have no idea how to get it off the ground."

"Everyone strap in," Magneto said. He slammed the planes door shut. "I'll take care of getting the plane in the air." He shouted at Cyclops, "Get ready to start those engines."

Havok and Banshee rushed to the cockpit, they gently carried Beast out and lay him on one of the chairs in the back. Cyclops slipped into the chair. He quickly scanned the control panel. He was so nervous he could swear there were thousands of buttons and dials before him. "Damn, how did he tell me to start it?"

The plane began to shake hard, the Nob's were getting weaker. Magneto moved towards the front of the plane. Placing his hands on the doorway to the cockpit, he looked out. Cyclops strapped himself in. He poised his hand over what he hoped was the ignition.

Magneto stared out the window. He saw Sinister running towards them. Concentrating the hate he felt for the man, he used that strong emotion to give him the power to lift the plane and everyone in it. Slowly the plane began to rise but then it fell.

Magneto leaned over, he had used to much of his power earlier. He was not sure he had enough left to raise the plane. He suddenly felt the plane rock, the Nob's were struggling to keep the glacier up. It was up to him now, he had to lift the plane off the glacier.

Sinister saw the plane lifting up, then fall. He realized he just might make it, he ran towards the plane. Reaching it, he fell on the ground and began to slide away from the plane.

"No!" he screamed. He scrambled to stand up. "I've lived over a hundred years. I'm not going to end my life on this godforsaken glacier!" He slid to the edge of the glacier. He gulped as he saw the ground slowly coming up. He could feel the heat from the magma oozing out of the ground.

Looking back, he saw Peter staring at him. Once their eyes made contact, the glacier immediately fell faster. Sinister screamed in rage, as he jumped from the glacier. Copies flew out of him as he fell towards the ground. He had no idea if he could make it down alive, but he was going to give it one hell of a try.

The glacier was gone, Magneto concentrated on keeping the plane in the air. He was drained, even he had his limits, and he reached them. He looked ahead, all he saw were mountain peaks. He needed to make the plane go higher to clear those peaks. Everyone screamed as the plane dropped several feet.

"You can do it, Erik," Charles shouted. He tried to give him an incentive. "Remember my promise, we're going to fight for mutant kind, together. Don't back out on our deal now. You just need to dig in deeper and find a way to move this plane higher."

Magneto closed his eyes, he found that special memory that Charles showed him long ago. His mother was smiling at him, candles burned brightly on his cake. It was the warmest most loving feeling he felt in his life. He only felt that one other time in his life, it was the day he became friends with, Charles Xavier.

Opening his eyes, Magneto gripped the plane and lifted it higher. The peaks were still in the way, he had to bring it higher. Gripping the door jamb, he shuddered as he used what little power he had left to move the plane high enough. Once they cleared the peaks he grunted, "Start the plane."

Cyclops prayed that he would remember everything that Beast told him. He pushed several buttons, closed his eyes, and pushed the throttle forward. He felt a vibration in the plane, he could hear the engines roaring to life. Opening his eyes he saw the plane slowly moving forward. Pushing the throttle further forward the plane began to move faster. Adjusting the flaps, they gained altitude.

"Hold on," Cyclops shouted. He took the wheel and pulled back. The plane began to mover faster, climb higher. Once the plane was moving fast enough to gain lift, Magneto released his hold on the cockpit door. He climbed back and sat next to Charles. Sitting back he took in a deep breath. Around them they could hear the mountain coming down.

"Hold on," Cyclops said. "I have to turn her around, we're facing the wrong way."

Slowly Cyclops brought the pane in a circle. Charles looked out the window. As they flew over what was left of the Facility he saw glowing red magma under him. The entire Facility was filled with molten rock.

"Okay," Cyclops declared, once he righted the plane. "We're facing home."

Charles breathed a sigh of relief. There was no way the virus in those rockets could survive that heat. Sadly though, he also knew that no life could survive it either.

'Uh, guys," Cyclops shouted. "I don't know how long I can fly this thing. Beast only gave me a few hours of training."

"What do you mean?" Magneto said.

"I mean you'd better get Beast's butt back in here, because I can keep this in the air, but the landing part is going to be a bit rough. That is unless you don't mind crashing into the ground."

Mystique touched Beasts body, she could feel the heat pouring out of his body. "I don't know, Magneto. He's sick, he's really sick."

Magneto tiredly sighed, "I suppose I could bring it down, after he cut off the engines in flight."

"Well that sounds dangerous," Havok said.

"What do you call what we just did?" Mystique angrily snapped back.

"Wait, we may have another way," Nelson said. He grabbed Benny's arm, "You need to help him," he hissed.

Benny shook her head, "No, I can't, you know I can't."

"Listen," Nelson said. "Father and Sinister is dead, you no longer have to hide. These people, they just saved the entire human race. Benny," Nelson sighed. "You don't have to hide anymore, it's time."

Benny looked back at Beast. She could see his fur caked from the sweat pouring out of his body. She took in a deep breath. "Guess it is. I can help him," Benny said.

"I doubt your skills as a doctor will help him this time," Mystique said. "He's very sick."

She quickly examined the wound on his chest. "It's nasty looking, but I think I can fix that."

She opened his shirt, she hissed as she saw a large festering wound on his chest. She placed her hand on the wound, and closed her eyes. As they all watched her, they saw her hand glowing blue.

"I never suspected," Charles softly whispered. "She's a mutant."

"Yes," Nelson said. "She's a healer, father knew that if Sinister found out he'd want to take her to his 'Facility' That's why he became a hunter, so he would know who Sinister was hunting. He took her out of college, made sure she never used her gift. That's why he was always afraid, Professor. He was afraid that Sinister would find out that his own daughter was a mutant."

"Then why hunt them?" Magneto said.

"I think in his mind, he thought he was helping her. Sinister said he was searching for a cure for mutants. He promised my father that one day he would be able to rid the world of mutants." Sadly looking as his sister, he said, "We didn't know that he was talking about genocide."

The glow in Benny's hand grew brighter. She now put both of her hands on Beast's chest. She concentrated on killing the infection that now rushed through Beast's body. "Almost got it," she grunted. Her hand shook hard as she used her mutant power, to heal the open wound. Slowly, the wound began to close up. Minutes later, it returned to what it was originally, a small cut.

Beast gasped for breath, his hand grasped Benny's. Opening his eyes, he was surprised to see everyone standing over him. The last thing he remembered was landing the plane.

"Did we get there in time?" he asked. They all shouted in alarm as the plane jerked hard.

"Sorry," Cyclops shouted from the cockpit. "I really have no idea what the hell I'm doing."

"Careful with her," Beast warned him. "She's delicate."

"Beast!" Cyclops happily screamed. "Oh my god, I'm so glad to hear your voice, now get up here before I crash this thing into the mountain."

Beast shot up, he felt lightheaded but much better. He looked down at his chest and only saw a small wound. The festering wound that the hybrid caused was gone. He didn't have time to ask how he was healed, he had a plane to fly. He rushed up to the cockpit.

"You're in my seat," he told Cyclops.

Cyclops happily climbed out, "It's all yours big guy."

Taking control, Beast took a few minutes to get his bearings. "We're good," he told the others. "We'll need to refuel half way, but she'll get us home."

Nelson proudly helped Benny sit down. She appeared to be weak. "It always takes a lot out of me to heal," she explained. "The worse the wound, the weaker I get."

Nelson massaged her back. "You did good, sis. I always said you'd make a great doctor."

"Yeah," she uttered. "I'd forgotten how good it felt to heal someone."

"Charles," Mystique said. "Benny, you can help him. Can you mend his legs?" Mystique became excited. In the Facility Charles gave up his chance to be cured, he just may have another one.

Benny shook her head. "I don't know, never tried. The bigger the illness, the more it takes out of me. Really not sure how much it would take to mend severed nerves. But I can give it a…"

"Benny," Charles said. "It's all right, I'm fine with the way I am, just rest."

She sadly smiled at Charles, she sat back and tried to get her strength back.

Magneto moved towards Benny and Nelson. Nelson quickly stood by her side. Magneto squatted in front of her. He looked deep into her eyes.

"I wanted to thank you, for bringing Charles back. He's a close friend of mine. For me, they are hard to come by."

Benny swallowed hard, "Your welcome."

Magneto stood up. His dark eyes glared at them. "You hunted your own kind, some mutants will frown upon that. But for now, let's just say, as far as I'm concerned the slate has been cleaned. But be warned, if I hear that you or your brother are chasing mutants again, well. When I am done with you, you'll wish you were back there with Sinister, we have an understanding?"

"Perfectly," Benny and Nelson said.

"Good," Magneto purred. "Now when you are rested, you have two more patients to look after, Riptide, and Charles." He slowly moved to sit next to Charles.

Breathing a sigh of relief, Benny went to check on Riptides wounds.

Charles smiled at Magneto, "You really are quite good at that."

"At what?"

"Being dark and menacing, you have it down to a fine art. Could teach me a thing or two."

Magneto laughed, "I doubt it. The whole time we were in that facility you never listened to a word I said."

Charles was insulted, "I did to."

Magneto crossed his arms. "Never."

"I listened."

"When?" Magneto asked him.

Charles had to think, "In the tunnels, you wanted to go left and I agreed."

Magneto glared at him, "It was the only way to go."

Charles smugly sat back, "See, I was right."

Magneto handed him a blanket. "Rest Charles, you need it."

Covering himself, Charles closed his eyes. His body was so tired, he immediately fell asleep. He would not wake up until they touched down on a small airport miles from his home.


	45. The Winds of Change

X-Men First Class:

The Winds of Change

By Ldynwaitin

Chapter Forty Five

The Winds of Change

Once they landed, Benny and Nelson approached Charles. "We wanted to ask you something," Nelson said.

Charles secretly smiled. Nelson was no longer the shy young man he met days ago. What he went through the past two days had changed him, made him into a stronger more confident man. "What did you want?" Charles asked, really knowing what the question would be.

Nelson draped his arm on his sister's shoulder. "Benny, she was wondering if you could help her."

"You know," Benny said. "With my…" she hesitated. Her head dropped down and she suddenly found her fingers fascinating.

"Your gift," Charles finished for her.

Benny lifted her head, "Yes, my uh, gift."

Charles reached up and took her hands. "Benny, you must know that you are very special. There are not many mutants that have a positive power. As you've seen most of our powers are very destructive. But you, ah Benny, you can heal, you should be proud of your gift." He grasped her hands tighter, "I am so very happy that you've accepted your power and asked to join my school. I promise you that I will do all that I can to help you accept your gift."

Benny laughed and rubbed her backside, "I think I felt my dad kicking me."

"Benny," Charles said. "Your father loved you very much. The fear I felt from him was deep. Now I know where it came from, it was the fear of losing his daughter. As we grow up, our lives, our personalities are molded by those around us. I believe your father did a splendid job, don't you think?"

Wiping a tear from her eye, Benny silently nodded her head. "Good," Charles said. "Then it's settled. You can take your time, when you're ready the school will be waiting for you. Because of my deal with Erik, I may not be there all the time. But I promise you, that I will do my best to help you become the best YOU, that you can be. I don't have to give you instructions on how to get there, do I?" he winked at her.

"I think I know the way," Benny said. Her smile faded as she looked at Nelson. He was the only family she had left, she hated to leave him.

Charles sat back. "You know, I really need someone that has a good knowledge of weapons, for the school. Know anyone that might help?"

Nelson stood at attention, "Got your man right here, sir."

"Splendid," Charles said. "I'll see you soon then."

Nelson shook Charles hand, Benny bend down and gave him a hug. "Thank you," she whispered. "For what?" Charles asked her.

Standing up she said, "For being you."

Charles proudly watched them walk away. He now had a healer added to his little group. He had no idea how his deal with Erik would change things, but no matter how much time he spent helping him, he would never allow the school to close down.

He saw Erik leaning against the plane. He had Alessia move towards him. "You look as bad as I feel," he told him.

Erik looked a mess. His eyes were blood red, his face pale. He had rips and tears in his clothes. Erik shook his head, "Then I must look terrible."

"Why don't you stay by my place for a week, you can recuperate. All of you are welcomed."

"Can you manage to have us there for a week?"

"After risking all of your lives to get me out of that hell hole, well, it's the least I can do."

Erik nodded his head, "A week then, I definitely could use the rest."

After half an hour of driving, they arrived at Charles school. The sun was high in the sky. Its bright light glaringly showed Charles the damage incurred from the attack. Charles felt his heart sink. He could not believe the devastation inflicted on his school. Alessia slowly brought him though what was left of the hallway. He saw that the walls were blackened and cracked, the smell of burnt damp wood filled the house. Hearing a commotion, he saw Mystique and Riptide quickly leaving carrying someone wrapped up in a blanket. He would find out later that Mystique had killed one of the men that attacked the school, just before they left to search for him.

Beast stood by his side. Only now was he truly looking at the destruction that took place that night. "Sorry, Professor, the place really took a beating."

"Yes," Charles said. "But she's a sturdy old girl. We'll get her back in shape. Until then, we can sleep in the guesthouse. It will take weeks for the main house to be habitable."

Fortunately, the guesthouse was large enough to accommodate everyone. They would stay here long enough for their wounds to heal, physical and mental. It was a week later that Charles was sitting on the patio that overlooked a beautiful garden. He saw Erik walking out of the guesthouse. His helmet was firmly planted on his head. Pulling up a chair, he sat down next to Charles. It was early morning. The sun was just rising on the horizon. Beads of morning dew clung to everything.

Charles took in a deep breath. "I love that smell, the cool dirt, wet grass. I even like the smell of rotted leaves."

Erik leaned his head back, he took in a deep breath. "Yes, that morning breeze is refreshing. That week was relaxing, I really needed it, thank you, Charles."

"Not a problem" Charles replied. They sat there for several minutes, not saying a word, just drinking in the great feeling of being alive.

Leaning his head back Charles said, "I shall miss it."

Erik moved forward, he rested his elbows on his knees. "There are heavy winds blowing, Charles."

Charles searched into the skies, "I don't see any clouds, it's a beautiful day."

"I feel it Charles, so do you, the strong winds of change."

"Yes my friend, you and I felt it when we first met." He moved Alessia to sit in front of him. "We used to be on the opposite ends of those winds. But that was in the past. We're on the same side now."  
>"No," Erik said. "Charles, you and I know you will never change the way you feel about humans. You have a gentle and giving soul, I can't and don't want to change that."<p>

"Erik, I gave you my word. You stopped those missiles from launching. I will fight by your side now. We were quite a team, weren't we."

"Yes," Erik said. He had to admit, when they were together, they were unstoppable. If it were not for Charles he and the others would never had gotten out of that Facility alive.

"Don't worry," Charles said. "I promise you that I will not slack on my end."

"Yes, you are a man of your word.

"It's settled then. I'll get ready to go with you." Charles was about to leave when Erik grabbed Alessia.

"Charles, wait. I need to tell you something. Before Peter died, he gave me a message, sent it to me. He wanted you to hear it."

Erik slowly reached up and took off his helmet. Charles frowned, he gingerly touched Erik's mind. Immediately he heard Peter's voice.

"We wanted to say our goodbyes and thanks. You showed us tenderness where we only knew pain. Love where we only felt hate. Do not feel sad for us. For just a fleeting moment, we burned brighter than any life on this planet. Thank you for my name. I was a number, and you made me a 'somebody'."

"You took nobodies and made us all into somebody's. We will never forget what you have done for us. Goodbye my friend, and most of all, thank you for showing me what it was like to be a friend of Charles Xavier."

Charles wiped a tear from his eye. Erik placed the helmet back on his head. "I think it's time for me to go."

Charles took in a deep breath, "I'm ready."

Erik stood up and shook his head. "No, you aren't Charles. In the Facility you treated Peter and his kind as equals. Where I treated them, well in the past week I realized now that I thought of them the same way humans think of us."

He stared out at the horizon. "Sinister brought into this world a new life, one different from humans, and mutants. You embraced them, I treated them just as bad as their creator."

Erik looked seriously at Charles. "The path I now walk on was paved with the horrors, pain and atrocities I lived with in my past. They molded me, made me what I am today. We both lived very different lives, Charles. It's a wonder how different we are, yet have become such close friends."

"I like to think it's those differences that helped to cement that friendship."

Stepping back, Erik gently smiled. "Charles, your quest in life has always been to show the world that mutants and Humans can live together, in harmony. And you're willing to risk your life to achieve that goal. You saw a new life form, and you accepted it. I on the other hand stepped on it, pushed it away." He shoved his chair towards the table. "Yes Charles, the Winds of Change are coming. But not where I thought they would blow."

"Stay here with your school, and your students, Charles. Keep on with your quest. Your road may be different, but it's heading in the same direction. Albeit mine way may be a bit more violent, but we still have the same goal, protecting mutant kind. Charles, you don't have to come with me."

"But I made a promise," Charles protested.

"Which I didn't keep," Magneto countered. "I didn't stop all the rockets, I only helped with two of them. Cyclops actually had a hand in destroying most of them."

"No Charles, our deal is broken. You need to stay here, you have so much work to do. A noble cause, for a noble man." He stuck out his hand, Charles reached up and shook it. Magneto leaned over. "Just tell me this, where am I going to find a good chess player?"

Charles laughed, "There's always the post."

Magneto stood up, he nodded his head. "I like that." Winking at him he said, "Queens Knight to Queen's bishop three."

"Always liked using your knights," Charles said.

"Yes, I did." Smiling at him, he sighed. "Take care, Charles."

Charles smiled brightly, "I will."

Erik spun on his heels and walked around the house. He saw Mystique, Angel and Riptide standing in front of a car. Mystique looked behind him.

"Where's Charles?" she asked him.

"He's not coming," Magneto briskly replied.

"But I thought…" Mystique began to say, until Magneto cut her off with a look. "I did not fulfill on our pact. He's staying, we're leaving. Do you have a problem with that?"

Mystique shrugged her shoulders, "Not at all. I was just wondering."

Angel and Riptide knew better than to say anything, they quickly piled into the back of the car. Mystique took the wheel. Magneto sat next to her. As they drove away she saw Magneto staring at the rear view mirror. He did not stop looking until the Mansion was no longer in sight.

She had no idea what happened back there, but she knew that the friendship that Magneto had for Charles was still just as strong. Later she would ask what happened. But for now, she was satisfied that he still allowed her to stay with him.

"You did good back there," Magneto told her.

Taking a quick glance at him, she saw him smile. "Thanks," she replied.

The entire drive back home, she never stopped smiling. She showed him, she showed everyone that she was no longer little Raven, but Mystique.

Minutes after Magneto left Hank, Scott, Alex, and Sean came out of the house.

"Magneto just left," Hank said, "Without you."

Charles cleared his throat. "Yes, apparently he did not fulfill on our deal. In fact he pointed out how Scott actually destroyed most of the missiles." Charles smiled with pride at Scott. "I saw in you something, Scott, something special. I knew you would make an excellent leader. You far surpassed my expectations."

Scott actually blushed. "Thanks, Professor."

"Thank god," Hank breathed. "Now I can concentrate on my experiments. I didn't like being in charge."

"Who said I was in charge?" Scott countered.

"Who said you wasn't, Bro?" Alex said.

"Thanks for trusting me to be the leader."

"Hey, I didn't say I would listen," Alex said, with a chuckle.

Charles clapped his hands. "Gentlemen we have a school to get in order. There are many mutants out there that need our help. We already have a new student coming, Benny. And Nelson will be our new firearms expert."

"Great," Sean said. "I say the first thing we need to do is get better uniforms. I mean navy blue and yellow? We look like hornets."

"Hornets are black and yellow," Hank barked. "And I made those uniforms."

"Need I say more?" Sean said, before quickly running into the house.

"You'd better run," Hank warned him. He rushed in after him.

"Excuse us, Professor," Scott said. "When you have time, Alex and I wanted you to help us try to unlock more memories that Sinister hid from us."

"Then some of them are coming back?" Charles hopefully asked him.

"A few, but there is so much more that escape me."

"Me too," Alex said. "I faintly remember a woman that could be my mother. Can you help us? We'd like to get in touch with family."

Scott grinned, "Family, sounds good, brother."

Charles sat up straight, "I shall try my best. Perhaps later on this afternoon?"

"It's a date, thanks, professor," Scott said. He patted Alex on the back, they slowly walked into the house, talking about searching for their family.

Charles sat back on Alessia. Hank had her fully charged now. He felt the joy and happiness in the minds of his students. Once the main building was repaired, there was still much for him to do. So many mutants needed his help, and there was the unending battle to convince humans that they could live in harmony with mutants.

Feeling a cold breeze flow across his face, he heard a clinking sound. Looking down at the table, he had to blink to make sure he was seeing right. He reached over and picked up a round metal object. He traced his fingers on three numbers deeply etched in the medallion, the numbers 955.

"Peter," he sighed. The last time he saw the medallion was around Peter's neck. He heard a soft whisper in his mind. The words he heard brought him hope for a bright future. Closing his eyes he said, "Yes Peter, I will always be your friend too." He felt a strong breeze blowing in from the north.

"You were right, Erik. The winds of change are coming. And we'll both be here to fight for that change, be it good or bad."

Charles moved into the mansion. He had a school to run. He was proud of his students. They had gone through hell and came back men.

They were his, X-men.

The End

I want to thank all of you that took their time to read my story. I hope that you all enjoyed reading it as much as I did writing it. And thank you Mr. McAvoy and Fassbender. Your passionate interpretations of the characters made it so easy to bring them to life on…Monitor? LOL, take care everyone, and take care of yourselves.


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